Shadows of the Past
by Yami-Yugi3
Summary: Transformers Prime Arcee discovers a secret about her past and has to learn to live with it. Can she move forward to a peaceful future?
1. Chapter 1

Disclaimer: All Transformers characters belong to Hasbro. Any made up characters were created by me.

Summery: Transformers Prime Universe. Set in season one, following the episode cannon loosely. Arcee discovers a secret about her past and has to learn to live with it. Can she move forward to a peaceful future?

"blah" – Normal human speak  
>"<em>blah<em>" – Cybertronian speak  
><em>blah<em> – thinking  
>'<em>blah<em>' – Comm. Speaking  
><strong>'Blah'<strong> – text message  
>-<em>blah<em>- - Bonded talk

Shadows of the Past

By Yami-Yugi3

Chapter 1

A small two occupant Autobot shuttle cruised through space piloted by two Autobots, both black and white in color. The taller one was sporting a pair of door wings and a red chevron. He couldn't help but growl to himself. "Where is that 'Con?" The smaller of the pair glanced up from the sensor readings he was going through to spare his companion a quick look.

"We'll find him."

"I hope we can, Jazz. I don't want to even think about what would happen if he finds our little Arcee."

"She's not a youngling any more Prowler."

"I know, it just..."

"She'll be fine, last we heard she was with Prime's team." The smaller black and white tried to reassure him.

"Yeah...but if Cliffjumper is still hitting on our little femme..."

Jazz allowed a smile to tug at the corner of his lip components "Then ya can tear him a new aft can't ya?"

"Of course. You saw the looks he was giving her after Prime told him that she's his new partner after what happened to Tailgate..."

Jazz patted the larger black and white mech gently on his left forearm "She'll be fine, if he does anythin' she doesn't agree wit' she'll just kick his aft." Prowl sighed, door wings lowering a bit before scanning the area again for the Decepticon. "Wow, look at that planet, Prowler." Jazz said as he saw a beautiful blue, green, and white planet ahead.

A small smile tugged at the corners of the larger black and white's lip components "Yes it is magnificent."

The ship scanner started to beep. "Scanner's picking up Autobot and Decepticon signatures down there." Jazz said.

"If there are Decepticon signatures down there, our 'Con properly went down there to get some back up." Prowl said.

"More than likely… The fraggin' glitch of a coward." Jazz growled "How do ya wanna play this?"

"Let's get down there. If he did join up with his fellow 'Cons those Autobots might need our help." Prowl said.

"Sure thing Prowler."

* * *

><p>Meanwhile, on the Nemesis, a black and purple Decepticon walked down the halls until he entered the control room. "My Lord Megatron." he said with a bow.<p>

"Ah, Barricade, my mostly loyal soldier." Megatron said with a toothy grin.

"I would have made it here faster my Lord, but a couple of Autobots decided to follow me so I had to lose them."

"I assume you lost them?"

"I wouldn't be here if I didn't."

"Nice Rims you have there Barricade," Knock Out said as he slid up next to him "We should take a drive some time."

"The only drive I will take is when it's up against Autobots." Barricade sneered at him.

"Spoilsport."

"Don't you have something to break? Or fix?"

Starscream had just walked into the room before stopping dead in his tracks. "Oh great, you." he said with a sneer "Why can't any Decepticons chose flying modes anymore?"

Barricade raised and optic ridge at Starscream. "What happened to you? Disobey Megatron again?" he asked.

Starscream growled lowly in the back of his throat "Shut up!" Barricade couldn't help but smirk.

* * *

><p>During that time, the small Autobot ship landed in a remote area out side of Jasper, Nevada. The two Autobots stepped out. "Jazz we should split up and get us some alt modes for this planet. We'll meet back up later." Prowl said.<p>

"Gotcha." With that the two Autobots went separate ways. Prowl got close to a highway just as the local police were doing a high speed chase. Prowl smiled a bit as he quickly scan one of the police cars before transforming and headed into town. The now converted black and white mech hoped his companion would make his choice quickly since he knew how picky Jazz could be sometimes. But as Prowl drove a familiar feeling came into his spark and it wasn't Jazz.

Arcee was sitting in the school parking lot waking for Jack to come out. It wasn't long until the 16 year old came out and headed over to her. "Hey Arcee." Jack greeted her. Arcee started to get the feeling someone was watching them. Jack noticed the femme's strange behavior and frowned "Arcee are you okay?"

"Someone is watching us." Arcee said. Jack looked around and didn't see anyone except a cop car parked across the street.

"All I see is a police car." Jack said.

"I don't think it's just a police car." She replied.

"You think it's a 'Con?"

"I don't know."

"What should we do?"

"Just get on and try to get back to base."

"You got it." Jack put on his helmet before climbing onto Arcee. The femme peeled out of the lot and headed in the direction of the base. She couldn't help but notice that the police car she had seen back at the school was following them, albeit at a distance.

"He's following us."

"What do we do now?" Jack asked.

"I'm gonna see if I can lose him, hold on." Jack held on as tight as he could when Arcee started going every which way to lose the police car. Nothing seemed to shake it as the police car was still following them.

The 16 year old lad glanced over his shoulder "He's still following us!"

"I noticed. I guess we have to meet him head on."

"What?!" Jack exclaimed. The femme swung about and began racing toward the police car tailing her. "Isn't this a bit dangerous?" Jack asked. Arcee didn't answer him as she continued onwards. "Ah, Arcee I think you better slow down." Jack suggested as he hunkered down low to the seat.

"It's okay Jack, just hold on." The teenage lad tensed, waiting for the inevitable outcome, only to be surprised when the police car swerved out of Arcee's path with a scant few seconds and inches to spare.

"I'm guessing he doesn't like to play chicken." Jack said.

"No, that's not the reason." Arcee responded as she now slowed to a stop.

"Then what is it?" Arcee didn't respond. "Arcee?" Jack glanced over his shoulder to where the police car had stopped. It was a few meters away and it too was stationary and not doing much of anything. He frowned at that and wondered just exactly what was going on.

"Jack, get off for a bit." Arcee said.

"Okay." The teenage boy replied, uncertainty clearly heard in the tone of his voice as he slid off the seat.

Once he got off, Arcee transformed and slowly headed towards the cop car. Her azure optics carefully scanned the vehicle in front of her, her sensors automatically informing her that it was definitely Cybertronian. And then there was her spark, she could feel a connection with the mech before her. There was only one mech she knew where this connection could be felt. "Prowl?"

Parts of the patrol car began shifting and transforming until finally a black and white mech stood in its place. Bright azure optics that were normally cold, calculating and analytical were instead warm and excited at the prospect of gazing down upon the blue colored femme. "Arcee it's been a long time." Prowl responded.

Arcee came close before wrapping her arms around him. "I can't believe you're here. Is Jazz here too?" she asked.

A low rumbling chuckle escaped him "Of course, he's off somewhere picking an alt. mode hopefully it won't be too long before he meets up with us." Jack was confused at what he was seeing.

The teenage boy glanced up at the newcomer suspiciously as he cautiously made his way to Arcee's side "Uh, Arcee what's going on?"

"May be you should introduce us." the mech said to Arcee.

Arcee nodded in agreement "Jack this is Prowl, Prowl this is my human Jack."

"So he's a good guy?" Jack asked despite already knowing the answer.

The femme chuckled in amusement "Yes he's a good guy."

"It's a pleasure to meet you." Prowl said.

"Uh .. likewise."

"I hope Cliffjumper has been behaving." Prowl said.

Arcee's mood immediately fell and suddenly she found her peds to be far more interesting "He's gone."

"Oh, I see. I'm sure Prime will have the full information." Prowl said.

"We should ... I mean I'll take you there now I was heading back to base." The blue colored femme replied.

"Let's wait for Jazz first." Prowl said.

"Sure." At that moment a fancy Porsche drove up. Arcee's dark mood immediately disappeared the second she saw the second vehicle approach them. He transformed in a fancy dance move.

"What's up, guys?" he smirked.

Prowl couldn't help but smile at his mate. "Took you long enough."

"Gotta find the best look." Prowl rolled his optics. Arcee could only smile as she hugged Jazz.

"It's good to see you made it here safely. Jack, meet my parents," she smiled as she pulled away. Jack blinked a bit in surprised, his mouth slowly hanging.

"Your...parents...?"

"Prowl is my mother and Jazz is my father."

"But...how can that even work?"

"Our physiology is different than yours. Two males are just as capable of bearing children. Granted our femmes are more well equipped to carry a spark, but we don't need one."

"Okay..." Jack said.

"Basically, we're not as organically limited as you all. Mech or femmes can make babies," smiled Jazz.

"I think I got it."

'_Arcee...are you alright? Why haven't you returned to base yet?_' Optimus asked.

'_I'm fine Optimus. I just found two familiar Autobots._'

'_Who?_'

'_It's nice to hear your voice again Prime, sir._'

'_Prowl? When did you arrive?_'

'_A couple of breems ago._'

'_We'll get a ground bridge for you._'

'_Thanks Prime!_'

'_Jazz?_'

'_What's up, Prime?_'

'_You're here too?_'

'_Of course. Can't leave my bonded can I?_'

'_I guess not. It's good to have both of you here._' With a whir and a flash, a ground bridge appeared.

"Let's jet!" Jazz said happily.

"Wait up you silly mech!" Prowl cried, racing after him.

Arcee couldn't help but laugh. "Does that happen a lot?" Jack asked.

"...Yeah... Jazz is a lot like Bulkhead and playful like Bee."

"I'm guessing you take more after Prowl?"

"A little," she smiled. She then transforms to let Jack back on.

"Alright, let's get back." Jack put his helmet on before climbing on. Arcee raced through the ground bridge as soon as he was on. Once through the ground bridge, Jack could see Prowl and Jazz talking to Optimus. Ratchet was waiting patiently to check them over.

"So Barricade is here on Earth." Optimus said.

"Unfortunately..." sighed Prowl.

"Who's Barricade?" Jack asked Arcee.

"A down right nasty 'Con my father always fights."

"Oh..."

"That sounds sweet! I bet you kick some major butt!" smiled Miko. Prowl's visor raised up and he looked very confused at her.

"Who in Primus are you? You don't act anything like Jack."

"Meet Miko," said Ratchet. "She's another of our human friends." Prowl raised an eyebrow.

"We have three of them that stay here with us," smiled Bulkhead.

"Three?"

"Four if you count Jack's mother who comes by from time to time." Arcee said.

"They are reliable allies and they have become great friends," said Optimus.

"But they are so small."

"I think they are kind of cool Prowler."

"The fragile natives of this planet could be in danger at any moment. I find this alliance inadvisable."

"S'up, little lady. Name's Jazz," he smirked as he extended a hand to her. Miko smiled as she took his hand.

"This is so cool." she said as she took a quick pick with her cell.

"Wait! Wait! Get my good side," Jazz smirked as he turned in a flashy pose. Miko smiled as she took another picture. Jazz smiled, loving it. At that moment, Bumblebee came through another ground bridge.

"Bumblebee and Rafael are here," Ratchet said as he disengaged it. Bumblebee let Raf out before transforming and tackled Jazz with a series of happy bleeps and whistles.

"Bee!" Jazz smiled as he hugged the yellow scout. "I missed you too." Miko happily took another picture. Prowl came over and easily snatched it from her.

"Hey!" Miko shouted as she tried to jump for it.

"No one must find out about us." Prowl said.

"Prowl, take it easy," Optimus said as he came over. Miko continued to jump for it as he held it out of reach.

"But sir, this is a dangerous alliance. The Decepticons are ruthless and these humans are a liability."

"Prowl, I've made my judgment on the matter. Trust me and stand down," he said as he put a hand on Prowl's shoulder.

"I was leery at first just like you," added Ratchet. "I've come to accept their companionship and trust them. They've become very useful more than once." Prowl looked unsure but slowly reach down to give Miko back her phone.

"I know you are my second in command, Prowl," Optimus started. "Our human friends know how to keep our existence a secret."

"Alright..." He turned and knelt down to Miko. "I'm sorry."

"It's alright. We're cool." Miko said. Prowl smiled.

"Alright, now it's my turn," said Ratchet.

"I hope you will find everything to your liking, Ratchet." Prowl said. He stepped into the examination chamber.

"I'll be the judge of that." He checked over the scans and let Prowl walk out. "Looks like you're taking good care of yourself."

"Jazz makes sure of it." Prowl said.

"I thought so. Jazz?"

"Be right there Ratch!" He rushed over from hanging with Miko.

"Okay take a seat." Jazz stepped into the examination chamber as Prowl watched. Ratchet started his scans. "Alright, Jazz, you're fine." He stepped out with a smirk on his face. Prowl smiled.

"Ratchet, ready a ground bridge. Two Decepticon signals have been detected," Optimus said, ruining their calm. Prowl's door wings raised up high.

"Who is it?" Bulkhead asked.

"Barricade..." Prowl growled.

"That would explain the new signature," said Optimus. "Would you like to assist me on this one?"

"I have a score to settle with that Decepticon." Prowl said.

"Alright. Any other volunteers?" Optimus asked.

"I'll go." Arcee said.

"Arcee..." Prowl protested.

"I can help." Arcee said.

"You should stay behind..."

"I'm not a sparkling anymore mother."

"Jack may need you," he added.

"It's okay I'll be fine." Jack said.

Prowl looked at Optimus. "She can choose for herself. She has proven herself strong."

"But Prime sir..."

"Prowl...I want to go," Arcee sighed, crossing her arms.

"But Arcee," Prowl started.

"I'm coming," she said flatly.

"Be careful," Ratchet said as he opened the bridge. Prowl was still unsure as he lower his visor.

"Roll out." Arcee raced in behind Optimus.

Jack turned to Jazz after the three left. "Why didn't Prowl want Arcee to come?"

"It's complicated..." he sighed.

"Family matters," added Ratchet.

"Oh."

"Alright, Bulk! Let's show Jazz how we party!"

"I love a good party." Jazz said with a smile.

"SAWEET!" Miko smiled. Ratchet sighed and withdrew to his private quarters deeper in the base. Music started to blare loudly. Ratchet smiled a bit, but was happy that it grew softer as he neared his quarters. He made sure the door locked once he was inside. He sat down on the big couch in the middle of the room. He smiled at an old picture from a bookshelf. In the picture was Bulkhead's best buddy Wheeljack. Most didn't know that Wheeljack was actually Ratchet's close friend from before he became a Wrecker. There was also a young, red femme pictured with him. She was still a youngling and was happily hugging Wheeljack. He sighed happily before getting comfortable and closing his optics.

* * *

><p>"What's wrong Starscream? Don't want to hang with a ground type 'Con?" Barricade asked with a laugh when Starscream was grumbling about being the one to show him around.<p>

"No!" he spat. "I just feel like my skills are being wasted."

"Teacher's pet." Barricade said with a smirk.

Starscream growled and raised his claws. "Don't forget I'm your superior officer."

"Only by a couple of ranks, Screamer."

"Don't call me that!"

"You seem to like it when your brothers called you that."

"Because they are my brothers! Besides, I've told Thundercracker several times to stop calling me that!" Barricade just laughed. "That's it! How DARE you disrespect me!" he yelled, pouncing on Barricade and clawing his face.

Barricade easily kicked him off. "Take a Nitro pill. Save you energy for the Autobots coming our way." Starscream sneered and took a deep breath as he stood back up.

Barricade smirked again. "He brought her along finally." he said.

"What are you muttering about?"

"It's nothing."

"Just don't mess this up," Starscream growled as he headed towards the approaching convoy of Autobots. Barricade smirked before following.

"Battle positions!" Optimus cried as the three transformed. Starscream instantly recognized the Autobot second in command.

'_Leave the two wheeler for me, Screamer._' Barricade said through the comm.

'_Going for the weakling of the three?_'

'_This is personal business._'

'_Fine! I should be able to damage the other two on my own._'

"Barricade!" Prowl sneered.

"Look out for me!" smirked Starscream as he transformed and dive bombed Prowl. Barricade took his chance and went after Arcee.

"I'm not such an easy target!" she growled, jumping over him.

"You take so much after your father." Barricade said.

"I know. He taught me moves...like this!" she said as she transformed, crashed into him, and then transformed again, pinning him to the ground.

"Good job, Arcee...but not good enough!" he said as he jerked to the side, throwing her off. He pinned her to the ground and punched her in the stomach plating. "You've grown into a fine femme."

Arcee could only gag and try to break free of his pin. "You disgust me!"

"GRRAAAAA!" Starscream sneered, transforming into his jet form. "I'll demolish you both!" he cried, firing at Prowl and Optimus. Prowl rolled out of the way.

"Stand down, Starscream! It's two against one!" Optimus said.

"Never!" Barricade was still duking it out with Arcee.

"You really have become very strong and agile. Your father taught you well."

"Cut it with the compliments, 'Con."

He knocked her to the ground again. "It's been a long time since I've seen you, why not?"

"We've never met personally, 'Con."

"Oh what little white lies your mother has been telling you."

"What are you talking about?" she spat back as she tried to blast him. He blasted her in the side and pinned her to the ground.

"He really hasn't told you, has he?" he smirked as she gasped for air, her wounds bleeding.

"Arcee!" Prowl called out as he tried to get to her. Starscream kept firing from his jet mode.

"Let me tell you my little secret," Barricade said as he lean in close to her audio receptor. "I'm your father." Arcee gasped and coughed, her optics wide. Barricade smirked and dug his fist into her bleeding side. "Yes," he smiled. "I sparked with your precious mother Prowl. I'M your real father..."

"Arcee!" Barricade gave her a kiss on the forehead before leaving her for dead.

"Come on, Starscream. They're a waste of time."

"Don't tell me what to do, Barricade!" He rained a few more shots down at Optimus and Prowl. Optimus managed to clip his wing. "You haven't seen the last of me!" Starscream cried as he fired one last shot. "This isn't over!" Once Barricade and Starscream started to leave, Prowl raced over to where Arcee was.

"Arcee!"

'_Ratchet, we need a ground bridge. Ratchet?_'

* * *

><p>Back at base, Ratchet was being shaken awake by Rafael. Bumblebee was standing not too far away, having unlocked the door. "What's going on?"<p>

"Optimus is calling for the ground bridge."

"What!" he said, now fully awake. He ran out of the door and headed to the main area. The party had died down, and Jazz looked very worried. "Why is everyone so serious?" Ratchet asked.

"It's Arcee...I can feel it..." Jazz said quietly.

'_Bumblebee! Ratchet! Anyone!_'

"I'm here, Prime. I'm activating the bridge now."

'_Prep the medical bay!_'

"...Arcee..." Jazz sighed. Ratchet looked worried, fearing the worst. Ratchet activated the ground bridge and after a few seconds Prowl raced through carrying Arcee in his arms.

"Ratchet!"

"What in Primus happened?"

"Barricade happened!"

"Get her on a bed now!" Prowl did as he was told and gently placed his daughter down on a berth.

Jazz came over worriedly. "Prime... Is she...gonna be alright...?"

"Ar...Arcee...?" Jack asked worriedly.

"Ratchet will fix her, don't worry."

"...Y-you...nev-...nev...er...t-told..."

"Save your strength, Arcee," Ratchet said.

"Ratchet will fix you right up," Prowl said gently. "Don't worry." She weakly glared at Prowl. Prowl stepped back. He understood why his daughter was so mad at him. Jazz saw the look on both of their faces. He sighed sadly.

Bumblebee watched worriedly. "Don't worry, she'll be alright," smiled Rafael.

"Prowler? Is something wrong?" Jazz asked.

"...I...I don't want to talk about it..." he sighed as he turned down the hall.

"Prowler!"

"What's his problem?" Miko asked, concerned. Jazz sighed.

"It's personal, Miko," said Bulkhead.

"Oh I got it."

"Let's go race," said Jack, trying to ease the mood.

"I bet you can't beat my high score!" Rafael smiled and went over to watch. Ratchet continued to work on Arcee.

"I don't know why Barricade singled out Arcee so badly."

"...I think I know why..." Jazz said. Optimus looked at him expectantly.

"Can we talk somewhere?" Jazz asked.

"Of course, Jazz." Optimus turned towards the hall.

Miko sighed heavily. Bulkhead looked at her. "I know, I know... Private personal matters..."

"Let's go rock out in my room," Bulkhead suggested with a smile.

"Let me finish this race with Jack first." Optimus and Jazz soon arrive to a quiet area of the base.

"Okay Jazz," Optimus said. "So you think you know why Barricade went after Arcee?"

"Remember that mission Prowl went on back on Cybertron?"

"Something happened between him and Barricade while he was taken prisoner?"

Jazz nodded sadly and looked away. "...He force bonded with him..." he whispered.

"He what?" Optimus asked, not hearing.

"He force bonded with Prowl. That bond created Arcee."

"Barricade is...Arcee's father? Not you?"

Jazz nodded. "Her real father. I think I'm better at it then he is."

"I can only agree with you. That must be why Arcee is currently upset with Prowl. She does not let things go very easily."

"She does take after him."

Optimus sighed. "Wounds will heal in time. I can understand why Prowl wouldn't tell her something like that."

"Yeah, it was to protect her. If others back then found out she was part Decepticon..."

"...Maybe... I do not believe we're such a judgmental race. The difference between us and the Decepticons, is that we accept one another without fault."

"Yeah I know." Jazz said.

"Optimus," Ratchet said as he came over to them.

"Arcee?" he replied.

"Is stable. She'll make it through. I want to make sure you're alright."

"I'm alright, Ratchet."

"Can I see her, Ratch?"

"Yes, Jazz. She's resting."

"Thanks." Jazz headed of back towards the medical bay.

"Optimus...Barricade is her father, isn't he?"

"You heard?"

"No, Medic's intuition."

"Prowl and Jazz kept it a secret to protect her from the Decepticons."

"I won't tell anyone. It's up to Arcee and Prowl. I agree that such information must not reach the Decepticons." Jazz soon got to the medical bay and smiled to see Arcee all patched up and resting.

"Hey sweet spark," He said with a smile. "How you doing?"

"...Why...Why didn't you tell me?"

Jazz sighed as he came over. "We did it to protect you."

"All this time... All this time! He could have told me!"

"Yes but you know how stubborn your mother is." Jazz took one of her hands in his. "Arcee, it doesn't change the fact that I'm your father. Just because I didn't create you with Prowl, doesn't mean I never loved you. It was all real for me. I'll always care about you and you'll always be my daughter."

"...How...How did it happen?"

"That's something I think you and Prowler should talk about."

"...Okay..."

"It happened on a mission gone wrong and he was taken prisoner. Prowl will know the details from there."

"...Where is he...?"

"He left..."

"...Oh..."

"He's upset. He didn't mean for you to find out this way."

"...Well I did..."

"I know, sweetspark. Barricade is a big jerk and he wanted to take advantage of you. I know in my spark that Prowl would have told you at the right moment." There was a sound of door opening and a familiar frame appeared. "There ya are Prowler."

"Mother..."

Prowl smiled sadly at her. "I know you're mad at me for what just happened back there."

"...No... I'm upset because you never told me. Prowl...did you ever hate me...?"

"Of course not. I could never hate you."

"...How... How did it happen?" she asked, staring right at him.

Prowl sighed. "I was on a mission until it went wrong and I was captured by Decepticons..." Arcee smiled a little, eagerly listening. "At first I thought it was Soundwave that was going to handle the interrogations, I could handle him...but instead Barricade got the job."

"...I...I know how you feel... I... I've watched...a...a partner die...because I...I didn't give her any information..."

"I know. I was the one that sent Bumblebee and Cliffjumper."

"You? You sent them?" Prowl nodded. Arcee smiled. "Thank you. I needed them. Anyway...you were saying?" Prowl sighed, he hated to remember that day but it had to be done.

"It was normal interrogation procedure at first... But when Barricade started to become impatient is when he decided another form of interrogation was in order..."

"..."

"...That's how ya were sparked..." sighed Jazz. Prowl thought the floor was more interesting.

"...I'm sorry...

"You don't have to be sorry," Prowl said. "It wasn't your fault."

"I still love you both. I'm going to KILL Barricade next time I run in to him..."

"No," Prowl said. "I should be the one to have it out with Barricade."

"...Alright..."

"Settle down now, you two. We all need some rest," said Jazz. "You especially, Arcee."

"...I'm not a sparkling anymore..."

"No, but you do need rest. Your physician says so."

"See? Doc bot agrees with me," smiled Jazz. Arcee sighed.

"Prowl, Jazz, follow me and I'll show you where you two will be staying."

"Yes sir," Prowl said. Optimus turned and led the two down the hall.

"I'm leaving for the night. I trust you won't get out of bed."

"...Don't worry Ratchet..." He gave her a small smile before retiring to his room.

8888888

Back on the Nemesis Barricade arrived at the medical bay. He was quite please he finally got to tell Arcee the truth. "Whoa, Barricade what happen to your faceplates? They are all scratched up."

"I pissed off Starscream."

"Doesn't everyone?"

"Oh, but I go way back with it. I'm always grinding his gears."

"Starscream likes to show off his claws."

"I don't care. Just patch me up from the battle. My face'll heal."

"But I can buff them out."

"I said I don't care. Just fix my dents."

"Okay." Barricade took a seat and let him work. "So, who'd you fight?" Knockout asked making conversation.

"Arcee."

"She's quite the fighter...looks good too."

"You act like you have a crush on her."

"I know a good femme when I see one is all."

"I don't want to see you trying to hit on her okay?"

"Why not?"

"You don't want to know."

"Try me. She's got a nice frame. The motorcycle alternate she chose is very sleek."

Barricade sneered. "I just don't want the whole ship to know okay!"

"You've got my interest piqued," he smirked.

Barricade sighed with a growl. "...If I tell you... You CANNOT tell ANYONE, do you understand me?" he said as he grabbed his wrist tightly.

"Wh-what is with you?" Knockout asked, optics wide.

"I said, 'Do you understand me?' NO ONE is to know!"

"I-I understand."

"Good, then I'll tell you." Barricade sighed. "Arcee is my daughter."

Knockout laughed outright. "Good one, Barricade."

Barricade growled at him. "I'm telling you the truth!"

Knockout stood there speechless for a moment. "...That's why you don't want anyone to know... You're secret is safe with me. I won't even tell Breakdown."

"Thank you Knockout."

"You're one of the few 'Cons I like here."

"You cannot tell Breakdown of this."

"I said I won't tell anyone. So...I'm guessing it happened that time when Prowl was our "special" guest."

"Yes. I thoroughly enjoyed it," he smirked. "Although, the Autobot spawn was an unfortunate consequence." Knockout smiled.


	2. Chapter 2

Disclaimer: All Transformers characters belong to Hasbro. Any made up characters were created by me.

Summery: Transformers Prime Universe. Set in season one, following the episode cannon loosely. Arcee discovers a secret about her past and has to learn to live with it. Can she move forward to a peaceful future?

"blah" – Normal human speak  
>"<em>blah<em>" – Cybertronian speak  
><em>blah<em> – thinking  
>'<em>blah<em>' – Comm. Speaking  
><strong>'Blah'<strong> – text message  
>-<em>blah<em>- - Bonded talk

Shadows of the Past

By Yami-Yugi3

Chapter 2

The next day at the Autobot base, Arcee slowly sat up on the berth. "Feeling better?" Ratchet asked as he came over to do a check up scan.

"...Physically..."

Ratchet nodded. "Finding out that your real father is a 'Con can do that." he said.

"I need to go for a walk..."

"Just be careful."

"...Yeah..." she said as she slowly stood and headed down the hall. Jazz came out of the room he and Prowl were staying.

"Arcee? Where ya going sweet spark?" he asked.

"I need to clear my head..."

"I understand." She sighed and walked past them.

"Jazz, where is Arcee going?" Prowl asked from behind.

"She needs to go take a walk by herself." Prowl looked worried. Jazz turned to look at him and put a hand on his shoulder. "She has a lot on her processor, alright?"

Prowl sighed. "It's all my fault. I should have told her from the start..."

"Nah... It's probably not that."

"..."

Jazz put an arm around him. "She'll be fine, baby."

"I hope you're right..." Jazz only smiled as he led him away.

"She just needs time," Ratchet said. Prowl sighed again. Bumblebee and Rafael came in.

"What's going on?" Rafael asked.

"Arcee went for a little walk to clear her processor," smiled Jazz. "C'mon, Prowl. Let's go."

"...Okay..." Bumblebee beeped and shrugged his shoulders before explaining that it was family matters anyway. Prowl and Jazz walked down the hall out of sight.

"What can I do for you?" Ratchet asked the two remaining people in the room.

"It's sort of my fault..." Rafael blushed, looking at his feet. "We were racing down the halls and Bumblebee skidded against a wall."

Ratchet sighed. "Okay Bumblebee let's take a look."

He sat down and showed him his dented arm. "Should be easy to fix. Just be more careful and keep the racing outdoors."

"We will." Bumblebee chirped his agreement and apologies.

"Don't worry about it," Ratchet said as he patched up Bumblebee's arm.

"You're not mad?"

"I don't think even Optimus would be. It was just a friendly race, but the hallways were not an ideal place. As I said, keep the racing outside from now on. Alright, Bumblebee." He bleeped a thank you and stood up. He took Rafael into his arms and set him on his shoulder. He chirped at him.

"Yeah! That would be a GREAT place to go race, but we need to ask permission to leave first," he said looking at the medic.

He sighed. "Alright. Go ask Optimus and then I'll bridge you where you need to go."

"Thanks," Rafael smiled. Bumblebee took Rafael down the hall happily. Ratchet sighed and found something to keep him busy.

* * *

><p>Arcee walked down the halls until she found a quiet spot in the base. She slid down the wall until she was huddled over on the floor. She sighed heavily. <em><strong>"...Arcee...I'M you're real father..."<strong>_ It was a lot to take in. All of her life she thought Jazz was her father but it turns out a 'Con was. Everything was so different now. She was unsure what would happen now.

"...All those years fighting them...and all along...I was one of them..." She didn't know what to do now. "...Do I really belong here?"

"Of course you do, Arcee," said a familiar voice. Arcee looked to were the voice came from.

"I may not know what's going on, but you do belong here," the figure said with a smile as he looked up at her.

"...Jack..." Arcee said with a small smile back. The young human boy smiled back at her.

"...Jack... I want to tell you something... Promise me...you won't be upset..."

"I promise."

"...I'm telling you this...because you're my friend, not just my new partner... Jack...my father, my REAL father, is the Decepticon Barricade..."

"Are you sure? I thought Jazz was."

"I did too. My spark carrier Prowl...he was captured and interrogated... Barricade sparked me with him..."

"Oh I see... But I heard a father doesn't have to be the one that helped create you."

"...But... I'm still part 'Con..."

"No you're not," he said as he put a hand on her ankle. "You were raised and cared for by two Autobots. Just because Barricade helped spark you, doesn't make you a Decepticon." Arcee looked down at him. He smiled. "Believe me, Arcee." Arcee couldn't help but smile again at him. "Feel better?"

"Yeah. Thanks Jack."

"Wanna go for a ride?"

"That might be nice."

"Oh yeah...I forgot... You're probably not recovered enough."

"...Yeah... We could still...go for a walk?"

"Okay, sure." Arcee smiled and slowly stood. She knelt down and offered Jack a hand. Jack smiled as he climbs up into it. She happily set him on her shoulder before walking down the hall. Prowl and Jazz were in the main room talking with Optimus.

"Hey, Arcee, where're ya going?" Jazz smiled.

"Jack and I are going for a walk." Arcee said with a smile.

"Alright. Be careful and don't go too far."

"We will."

"Arcee?" Optimus asked, turning to her.

"Yes Optimus?"

"You will always be one of us."

"Thanks." He smiled a small smile as she walked away with Jack. Prowl watched this from the corner of his optics. The three went back to their conversation.

"Prowl was quiet." Jack said.

"He might still be upset that I was upset. Or maybe he's just being that ever watching, over protective parent."

"I know how that is," smiled Jack. Arcee couldn't help but smile back at him.

* * *

><p>Barricade felt like going for a drive to get used to the area. He was driving through the town, observing the humans and the non-sentient cars. He didn't notice a new arrival scanning an earth vehicle, transforming and then driving off. He sensed the spark signature just as the arrival vanished out of sight. He decided to investigate. He turned around and headed back to the residential street where he last noticed the signal. It was a quaint little house, matching all the other houses throughout Jasper. The spark signature got closer as he neared a main road that headed towards the highway. His curiosity piqued, he followed it. The new arrival happily drove down the main road, spotting an exit ramp ahead. They were about to merge on, when they noticed Barricade following them. <em>Slag! It's a stupid 'Con! <em> They sped up and quickly merged onto the freeway, trying to get away. _I've got to get away! If they follow me while I'm trying to contact and find base...they'll learn its location!_

Barricade didn't want to lose the new arrival. _I've got to lose him! _the new arrival sighed heavily. They sped up and quickly exited back into the residential areas of Jasper.

_ You won't get away from me, Autobot. You'll never reach Prime and the others._ The new Autobot turned back behind the same house it scanned the car from. Barricade, being a bit behind, didn't see the Autobot quickly turn and hide the next street over. Barricade smirked as he approached the red, '96 Pontiac Grand Am. _I've got you now, Autobot._ He fired, destroying the car. _Goodbye and good riddance!_ he laughed as he drove away. The noise alerted a human girl as she rushed out of her house into the front driveway. The new Autobot had just pulled up as the young, college aged girl came out.

"Oh thank goodness! I thought that explosion had destroyed you!" she spoke as she came to inspect "her car". The new Autobot stayed as still as possible. She looked all over. "Everything's intact. Wait...is that a decal...? I didn't put this symbol here," she said as she approached her rear window. She felt the red, face-like insignia, trying to find an edge to it. "It's like...it's part of...the window..." The young woman sighed, giving up her efforts. "I guess I need to use my ice scraper."

"No! Please don't d-..." the new arrival started, but stopped themselves. _I almost gave myself away!_

"What in the world?!" the young woman looked around. "I must be hearing things."

"There you are, Autobot! I thought I terminated you!" Barricade exclaimed as he pulled up, having traced her signal after her accidental outburst. "Prepare to die!"

"WHAT?" the young woman exclaimed, frozen in fear at the scary looking cop car. "I haven't done anything!"

"But you're in the way! I guess I'll just have to shoot you both."

"MOM!" The Pontiac Autobot threw open her driver's side door.

"GET IN! NOW!" The young woman only screamed in fear as she jumped into what she thought was her car. The Autobot sped off, putting as much distance between her and Barricade as possible. The young woman still had no idea what was going on. "What in the world ARE you?!" she exclaimed, seat belt tightening around her.

"Not what, dear, WHO. I can't explain right now! Just sit tight." The new Autobot sped around the streets, trying to avoid getting shot. Barricade followed, not wanting the Autobot to get away.

"...I'm safe from that renegade cop though right? We are SOOO speeding right now."

"Just be quiet and hang on!"

"Alright! Alright!"

"Time to say goodbye!"

"Aahh!" the red Autobot growled, avoiding the worst of the shot. "Stupid Decepticon! _'Optimus Prime! Do you read me? Optimus Prime this is Autobot Scout Gadget! I need back up! I have a human hostage situation! I repeat, this is Autobot Scout Gadget! I'm being gunned down by a Decepticon with a human on- Aaaahh!'_

* * *

><p>Back at base, Ratchet was busy in the main room checking on various things when Gadget's distress came through. "Gadget?"<p>

_ 'Ratchet? By Cybertron's moons... Is that really you, Ratchet?'_

_ 'I don't think you're in a situation to doubt. I'm locking on to your coordinates for a ground bridge.'_

_'No! The Decepticon canNOT learn the location of your-ack! The location of your base MUST remain a secret. Besides, I have a HUMAN on board. She is-whoa! She needs to be sent back home.'_

"But...I... I don't even know who you ARE yet. You're not my car, but yet you ARE."

"No. The world does not know about us, we don't exist. It must remain that way."

_'It's too late for that. Besides, she might make some friends here. I'm opening the ground bridge now.'_ With that, he closed off the communication. A swirling, purple and green vortex appeared. Gadget was unsure at first before sighing. She sped through the bridge, leaving Barricade in the dust. He growled as the bridge closed before he could enter. Gadget drove into the underground base as the bridge disappeared. She practically threw the young woman out before transforming.

"Ratchet, bridge her back to Main Street, Jasper Nevada."

"What? Why? Can't I at least get some questions answered? You thrust me right into a bad drag race with a rogue cop and expect me to just walk away?"

"I told you, we don't exist! You should have never gotten involved in the first place. I'm sorry that Decepticon destroyed your car and tried to kill you. Forget it ever happened. It was just a nightmare. Ratchet? Ground bridge?"

"A rogue cop?" Prowl asked as he walked into the room before seeing Gadget. "Was it Barricade, Gadget?"

"Barricade... Yes! It was him!"

"Barricade...Decepticons... Will somebody give me some answers! I'm not leaving here or forgetting ANYTHING until I get some!"

"Calm down young one." Prowl said "I'm sure Prime will explain."

"Prime...? Who or what is that?"

"He's our leader."

"Leader of what?" At that moment Optimus came in with Jazz right behind him.

"Wow cool ya brought a new human Gadget?" Jazz said with a smile.

"No, I did not. I was just about to send her back home. Wait... NEW human?"

Ratchet smiled. "She's not the first to make our acquaintance, Gadget. There are three high school aged humans that have become good friends of ours. They all had similar experiences. So, NO, I'm not opening the ground bridge to send her home. I wouldn't even do so for your father," he added with a knowing smile just for her. The young woman stared wide eyed up at Optimus.

"Looks like ya have a fan, OP." Jazz said with a smile.

The young woman blinked. "Y-You're...you're the leader...aren't you...?"

Optimus knelt down a little. "I am Optimus Prime, leader of the Autobots. The Autobots are the righteous beings of our planet. We come from Cybertron, a planet far from yours. We're here because of the Decepticons. They are fellow Cybertronians who have chosen the side of evil. I am here to stop their leader, Megatron. We have been here for more than three years, fighting to protect your planet from Megatron and his Decepticons as well as fight to rebuild our war torn planet."

"So... You're Optimus Prime. I'm Melissa Jackson, college student and resident of Jasper, Nevada. And the car who brought me here, her name is Gadget?"

"Yes," Ratchet said. "She has been gone for a long while. I'm relieved that you managed to find us here without too much trouble."

"Well, I suppose one Decepticon isn't much. That Barricade is strong though. Have you heard from my father yet?"

"He was here a few earth months ago, catching up with Bulkhead."

"Uhh hmm?" Melissa said, clearing her throat loudly. "I still have questions."

"Ratchet is my Chief Medic, Prowl is my Second in Command. Jazz is his mate and my Third. Everyone else is not present."

"So...the turning into cars thing? That's so you can hide, right?"

"My, you're a smart one," Ratchet said.

"Well yeah. I'm working on a college degree. Besides, the rest is observation. So, do you just hide from Decepticons? Or people too?"

"People," Optimus said. "There are those that would view us as science experiments. Some are safer not knowing we exist. We work with your government to protect your planet, it is our home now. We must remain in secret to further that protection and keep ourselves protected from harm as well."

"...Oh... Alright..." She paused for a moment. "This is so cool!"

"It's like Miko all over again..." sighed Ratchet.

"Not quite," admitted Prowl. "She did not seem at all thrilled about being forced along with Gadget."

"Good point," Ratchet replied.

Gadget sighed heavily. She knelt down to Melissa. "Well Miss Jackson, it seems that you and I are going to have to become friends. I'm Gadget."

"Melissa. You can just call me Melissa. It doesn't have to be Miss Jackson all the time okay?"

"Alright."

"Gadget, I'd like to check and make sure you're alright."

"Okay, Ratchet. It will give us a chance to properly catch up," she smiled. "Jazz? Could you show Miss Jackson...I mean Melissa around base for me?"

"Sure thing." Jazz said with a smile.

"Hi, Jazz," Melissa smiled as she walked over.

"Welcome to the Autobots," Optimus smiled.

"Thanks," she smiled back. "Y-you're the biggest one, right?"

"Yeah, boss bot is the only one you have to worry about. Well...there is Megatron...but you'll most likely NEVER run into him."

"Oh..."

"Gadget?" Ratchet said as he pointed a hand down a hall.

"I'm coming," she smiled, following after him. Optimus dismissed himself, leaving Prowl there. Prowl decided to go see what Arcee and Jack were doing.

* * *

><p>Arcee and Jack were enjoying the scenery outside the base. Prowl couldn't help but smile at the two of them. "I still say it'd be nicer if we could go for a ride," sighed Jack.<p>

"I could take you if you want." Prowl said as he walked up.

"Huh?"

"Prowl...?"

Prowl smiled a bit. "I could give you a ride, if you want to Jack."

"No, it's alright. I wanted to take a ride with Arcee. We were just talking. I'm keeping her company to help her feel better."

Prowl smiled again. "That's good."

"What brings you out here?" Arcee asked turning to her carrier.

"I was just checking up on you mostly."

"Oh. I'm alright," she smiled. "I'm not mad at you anymore." Prowl smiled again.

"What's Jazz up to?" Arcee asked.

"He's showing a new human Gadget brought around."

"A new human?" Arcee and Jack asked together. Prowl nodded.

"When did we get a new human?" asked Jack.

"Gadget's here?"

"Apparently Barricade chased her and destroyed the human's car so the girl at first thought Gadget was her car."

"Oh. Looks like a new friend for you guys," smiled Arcee. "Where is Gadget now?"

"Ratchet is giving her a checkup."

"Oh. I think I'm going to go see her. Want to come Jack?"

"Sure." Arcee smiled and went inside with Jack. Prowl smiled again before going inside after.

"Nothing major. You're as strong as I remember."

"Thanks," Gadget smiled. "I learned from the best. You heard from father since he left?" she asked as she stood up from the table.

"He was here for awhile. He wanted to see if there was any other Autobots out there."

"...Oh...so he's out exploring space somewhere..."

"Yeah, that's Wheeljack for you."

"Then I have to find him."

"Find who?" Melissa asked, having finished the tour.

"Sorry, Ratchet, am I interrupting anything?"

"No we were just finishing up."

"Come on, Miss Jackson, I'm taking you home now."

"What? But why...? I just finished the tour and everything. I haven't even met any of the other humans or all of the Autobots. Why do I have to go?"

"Because. I'm going on a mission to find my father. I need YOU out of the way."

"I'm 24! You're not my boss. We just met."

"This is still dangerous."

"No it's not."

"Not yet, Melissa," Gadget said as she knelt down. "I can't leave you unprotected while I'm gone."

"She could stay here with us, Red," smiled Jazz.

"I don't know..."

"She will be safe here. She'll have Jack, Miko, and Rafael to keep her company."

"Ratchet, you're not helping..." sighed Gadget.

"Please? I'd like to stay here and get to know everyone. It's so boring at home. My mother won't mind."

"Let her stay Gadget." Jazz said with a smile.

"Well..."

"I can take care of myself for the most part. Besides, Optimus Prime is here if things get bad."

"That is true... Alright. You can stay here. You know when you need to be home. I'll leaving it up to you to find a way back."

"You're not going to be back?"

"It might take me awhile. Wheeljack tends to do his own things sometimes. I might be gone for more than a day."

"But...I haven't really gotten to know you yet..."

"I know, but I'm worried about my father. This will give me a chance to observe the things of this planet for myself. I'm sure you'll find something to do."

"Goodbye, Gadget. Have a safe trip."

"We'll spend some more quality time together later, Miss Jackson."

"C'mon, I'll take you to the ground bridge."

"Thanks Ratchet."

"Can...Can I come with? I just want to watch. I promise not to be a bother."

_She's so much more restrained than Miko_ Ratchet smiled to himself. "That's not up to me."

"Gadget?"

"Alright."

"C'mon, Melissa. You'll have a better view up here," Jazz smiled as he reached out a hand.

"Alright," she shrugged, letting him put her up on his shoulder. Jazz followed the two of them to the main room. Bulkhead, Miko, Rafael, Bumblebee, Jack and Arcee where all there as well.

"Hey Arcee, seen Prowl?"

"Yeah. He came out to check on me, but we lost him down a hallway."

"Oh, probably off doin his own thing as usual. Looks like the gang's all here, Melissa," Jazz smiled.

"Hi. I'm Melissa Jackson. I guess you could say I'm new here. You three didn't tell me they were still in high school."

"I'm sure you can still find some common ground. Maybe even help watch them," he added under his breath.

"So you're the new human Prowl was talking about," Jack said. "Name's Jack Darby."

"Awesome! Another girl to rock it with!" smiled Miko.

"And you are?" Melissa asked, unsure.

"Name's Miko. I'm from Tokyo. Bulk here's my best friend. Well...non human friend..."

"Tokyo? As in Japan? Cool! I'll have to visit sometime."

"She actually goes to high school with us. She has a host family she lives with here in Jasper."

"Oh. You're in high school?"

"Yeah. My name's Rafael, but you can call me Raf. I'm only twelve, but I'm very smart. I know a LOT about computers and math so..."

"Oh, I see. Jazz, think you could let me down?"

"Sure thing." Jazz said.

Melissa smiled as he set her on the floor. "So...you must be Bulkhead. I don't know you two though," she said as she looked at the yellow and blue Autobots standing behind their respective humans.

"I'm Arcee, and this is Bumblebee."

"Hello," Melissa smiled. "So... You're all in high school. Is it okay if I ask your ages?"

"I'm sixteen and Arcee saved me from having to work towards a motorcycle," Jack smiled.

"Sophomore, fifteen, but I'm tougher than I look."

"Well, I win then. I'm twenty-four, senior in college. But don't worry. I'm not going to be your baby sitter or anything. I'm looking forward to being friends. We all have an alien race in common," Melissa smiled. "It's great to meet you all."

Bumblebee chirped a reply and extended a hand.

"What's wrong with your voice?" she asked innocently.

"He's been that way for awhile," Ratchet chimed in. "It's an old battle injury."

"...Oh... I'm so sorry. It's nice to meet you," she smiled, taking his hand. "I guess you take care of Raf huh?" Bumblebee nodded chirping happily.

Melissa smiled back. "Well, I can see you're busy now. I'll be back as soon as I find Wheeljack," Gadget said walking towards the wall. "I'm ready."

"Alright," Ratchet said going over to the controls. "Activating the bridge."

"You're leaving already?" Miko whined.

"I have to find my father. I'll make proper introductions when I get back."

"Hey, could you tell him I said 'hello?'"

"Of course I can, Bulkhead," Gadget smiled before transforming. Melissa and the others watched sadly as she drove through into the unknown terrain of Earth. Jazz started to get worried about his mate and decided to go look for him.

"I'll catch you all later. Need to check on my mate."

"Okay Jazz." Bulkhead said. Jazz waved to the group before heading deeper into the base. Melissa stared at the wall where the ground bridge had been. Everything went through her mind at that moment. She felt awkward and uninvited, while being excited at the same time.

"...So...you like rock and roll?" Miko smiled going over to her.

"...Yeah...sure..."

"You want to try racing with me and Bee...?"

"..."

"Guys...she's probably got a lot on her mind right now. She's just like us, being thrown into all this...

"I know it seems crazy right now, but things will get better with time. We're all a family here, okay?" Arcee said, walking over and kneeling down to her.

"...I...I know... It's just a lot to take in."

"If you want to be left alone, we understand," Bulkhead said.

Bumblebee beeped much of the same.

"...Thanks guys... I just need some time to process through this. I've gone from being a normal college art student to knowing several alien beings and humans."

"Well, I'm going to my quarters. If anyone needs anything, you know where to find me."

"Ratchet? Can...Can I come with you?"

"It couldn't hurt. I'm sure you have a lot of questions." She ran up to him and followed him to his quarters.

"Aww man... I was hoping for some jam time..."

"I'll jam with you, Miko," smiled Bulkhead.

"She seemed excited for awhile there," Jack said.

"Well, she's an adult. She's used to being more serious. It's a lot to take in. As I remember, you almost quit our little group," Arcee replied.

"I guess you're right."

"She'll come around, just like you did."

* * *

><p>Inside Ratchet's quarters, he was organizing collections of data and other things he kept there. Melissa Jackson just sat on his big couch. She spied the picture of Gadget and Wheeljack when they were younger on one of his shelves.<p>

"So that's Wheeljack?" she asked.

"Yes. I met him in my younger days, back on Cybertron."

"And Gadget? She's a little kid in that picture, isn't she?"

"Yes. That was a few years before Wheeljack went off to join the Wreckers. He was known for being a skilled engineer. Now he's very good with swords and defeating Decepticons."

"Oh. So he went from being an inventor to being a Samurai?"

"You could say that."

"So...Gadget's been away from her father for a long time then."

"That's why she was so set on leaving to find him."

"...Yeah... So... You've all been together for awhile?"

"A long time, yes. Our base has been here for three years."

"Wow."

"What else would you like to know?"

"Mmmm... What about Optimus and the others?"

"I suppose I should start from the beginning," he said as he came over and sat next to her.

"That could help."

Ratchet smiled a little. "Well...it all started thousands of years ago on Cybertron..." Melissa listened intently.

"Back then Optimus wasn't called Optimus. He was a mech called Orion Pax."

"Oh... Like the constellation," she smiled.

"What? Oh... The stars... He was a data clerk in Iacon's Hall of Records."

* * *

><p>While Melissa was getting a history lesson, Gadget was driving down a country road in the Midwest. <em>Wheeljack...where are you...? <em>she thought to herself as she drove past cornfields. She decided to try reaching him through the comm. line. "Wheeljack? This is Gadget. Wheeljack do you read me?" She hoped he would answer. "Father...it's me..." She sighed as she got no answer. She kept driving. As she drove further down the road into a town, she got a broken message.

"...Gad...that...you..."

"Father?! Wheeljack?!"

"...Gad...where..."

"WHEELJACK!"

"...Space...Gad...contact..."

"Scrap! I need to go back to base and get Ratchet's help." She then headed back towards the base.

"Ratchet... I need a ground bridge back."

"Gadget, this is Arcee. Ratchet went to his room. Is something the matter?"

"I couldn't find Wheeljack. I've been searching all day. I had a broken communications conversation with him. I know he's in space, but I can't locate him. I need a ground bridge. Do you know how to bridge me back?"

"Yeah, I did this before once or twice."

"Great. I'll be waiting." After a bit the ground bridge opens up. Gadget drove through.

Arcee was on the other side. "We should have said he left the planet."

"...Yeah..." Jack agreed.

Gadget looked around. "So, where's Miss Jackson?"

"She went with Ratchet."

"Oh. I need help locating Wheeljack."

"I'll get him." said Raf.

"I'll come with you."

Bumblebee chirped and beeped as he followed them.

"I'm alright, Bee. I drove all day without ANY run ins with Decepticons. I just hope Wheeljack is alright. I found out he's in space."

"...*computer noises*..."

"Oh, alright. Thanks Bumblebee. I didn't get to say it yet, but I really missed you. I missed all of you," she smiled.

"Are you and Bumblebee good friends?"

"Of course," Gadget smiled. "We met when I was younger. He's been my best friend ever since. He's more like a little brother."

"We're like that too," smiled Rafael. "I...I can understand him."

"Oh! I noticed that earlier now that you mention it. You two must have a strong bond if you can understand him. He lost his voice in battle on Cybertron."

"That's what he told me." Gadget smiled as they neared Ratchet's study. They could hear Ratchet still telling Melissa the history of Cybertron.

"Oh wow!"

Arcee knocked on the door. "Ratchet? It's me. Gadget's back and she needs your help."

"It seems we have guests. I'm coming!" After a bit Ratchet opens his door.

"Sorry, were we interrupting?"

"No, I was just answering Miss Jackson's questions and keeping her company. She wasn't quite ready to interact with the others."

"I got the coolest history lesson," she smiled.

"That's great. Ratchet, I found Wheeljack. Well...sort of... I need your help to pin him down. I contacted him but all I got was a broken reply. I know he's in space, but I'm not sure where."

"We should have told you he was no longer on Earth."

"It's alright, Ratchet," Gadget smiled.

"Okay let's go see what Wheeljack has gotten himself into."

"Gadget! I'm so glad you're back," Melissa smiled as she went and hugged her leg.

"I am too, Melissa," she said as he knelt down and picked her up.

"Ratchet told me lots of things about you and Wheeljack."

"I'm sure he did. All good things?" she smirked looking at Ratchet.

"Of course." Ratchet said. Gadget smiled as they continued towards the main room. They ran into Prowl and Jazz on their way there.

"I see you found Prowl." Ratchet said.

"Yep," smiled Jazz. "Gadget? You're back huh?"

"Yeah. I found Wheeljack but he's out in space."

"We're on our way to try and locate him."

"Neat-o." Jazz said with a smile. The gang all smiled as they reached the main room.

"Ratchet, everyone... What's going on?" Optimus asked.

"Gadget found Wheeljack, OP." Jazz said.

"You have?"

"I got a broken communication when I tried to contact him. I know he's in space, but I need help locating him."

"I didn't know you even left," Optimus said towards Gadget.

"Well...you...you were busy... I thought it would be alright..."

"Ask next time Gadget."

"I'm sorry, sir. I know you don't like us going off on our own."

"I'm just as guilty for activating the ground bridge. I should have gone with her or at least asked first."

"It's alright, just keep me informed before any other excursions." Both femme and CMO nodded.

"Well, I've got everything set up," said Ratchet as he messed with the computer controls. "Where was the last location you hailed him from?"

"Some little town in Illinois."

"Okay." Ratchet said as he pressed some more buttons.

"Hopefully this does not attract Decepticon attention."

"It shouldn't, Optimus."

"I'm sorry I'm so much trouble so quickly."

"Trying to find a fellow Autobot is not the issue. I just don't want anything to happen. You can always ask for our help, Gadget."

"Am...Am I in trouble?" Melissa asked.

"Nah OP's always been like this after he got the Matrix."

"Oh, serious and no nonsense. I understand. He's the parent, the leader. He has to be like that."

"Yep even though Prowler is like that too." Jazz said he smiled at his mate.

"It's alright. I have to be serious sometimes too."

"Okay let's give this a try." Ratchet said. Everyone watched in anticipation. "I've got something!"

"Wheeljack?" asked Prowl.

"Yes. It's very faint, but it's there."

"Where is he?" Gadget asked anxious. Ratchet press some more buttons trying to pinpoint him. Everyone waited in anticipation.

"Okay I think I got it."

"Where? Where?"

"He's just out side of the galaxy."

"No wonder I had such a bad signal," Gadget sighed. "I guess I'll have to wait until he comes closer..."

"Cool we can all hang out." Miko said.

"Yeah, can we, Gadget? I'd like to spend time with you and get to know you. Please?"

"...Well... I suppose so..." Melissa smiled.

Gadget smiled too at the happy faces. "So...we should totally rock this place," smiled Miko. Gadget smiled happy.

"Gadget, I'll keep you posted if I hear anything," Ratchet said.

"Thanks."

"Keep me informed too," Optimus said as he turned to leave.

"I will."

Prowl and Jazz watched Optimus leave the room. "OP's not what he used to be." Jazz said.

"...No... He's more serious..."

"Do you think it had something to do with the Matrix?"

"You were friends with Prime longer then I was Jazz."

He sighed. "...It was probably the war..."

"Probably."

"...Well... He's had his moments..."

"Don't worry about it," Ratchet said. "He always has a lot on his mind, it's to be expected. You're right, Jazz. He does have his moments," the CMO added with a smile.

Jazz smiled back. He nudged Prowl. "Just like you, Prowler."

Prowl smiled back at him. "So...you and Bulk are tight right?" Miko asked as they all sat in the main area.

"We know each other through my father." Gadget said.

"So...is Bulkhead like your uncle?"

"No, Miko..." said mech laughed.

"He's a family friend. He befriended my father when he became a Wrecker."

"Oh I get ya."

"Cool," smiled Melissa.

"So how long have you known the others?" Jack asked.

"A while..."

"Since you were a sparkling then? So you knew Optimus right before he was a leader right?" Gadget nodded.

"Oh. Cool. So...this is it huh?"

"Yes, I suppose this is home now," Gadget smiled.

"So, Miko...I believe I owe you a jam?" Melissa smirked going over to her.

"SAWEET!"

"Mind if I join ya?" Jazz asked.

"Sure thing, more the merrier, right Bulk?"

"Yeah sure." Jazz had a huge smile on his face.

"There! He's headed here."

"That means he heard me and he's coming for a visit," Gadget smiled. "...Though...who knows if he'll stay..."

"Ratchet, let me know when he gets closer to earth."

"I will, Optimus."

"Thanks, Ratchet. This is great!" Ratchet smiled at Gadget.

"I love this song." Miko said happily. The four of them started jamming out. Ratchet couldn't help but shake his head with a smile. Prowl smiled a bit, but his processor was on other things.

"Alright, now we wait," Ratchet said as he came down from the computers.

"Melissa...?" Gadget asked as she came down too.

"...Yeah?" she replied, pulling away from microphone she was singing into.

"You want to show me around? We haven't had any bonding time yet."

"Sure! Can we do it tomorrow? After I finish some homework? I wanted to stay and hang until Miko, Jack, and Raf have to go home."

"That's just fine," Gadget smiled. "Let me know when you want to get home."

"Alright." Melissa went back to the song she was singing. Bumblebee and Raf were dancing.

"Whoa! Hey guys! Turn it down a minute!" Jack called out. Everyone grew quiet. "Sorry, my phone's ringing."

"No wonder," Rafael said. "It's almost ten o' clock."

"Yeah. Time to go guys.

"…Party's over…" Miko sighed.

"Alright, time to go," Arcee smiled transforming. Bulkhead and Bumblebee did the same. Their respective friends climbed in. They said their goodbyes and left down the exit hall.

"Gadget?"

"Yes, Melissa?"

"Should we go?"

"Only if you want to, youngling."

"Well…I guess so. I'm sure you all have important things to do."

"The base is open to you whenever you need it," Optimus smiled.

"C'mon Gadget… Let's get going. I DID say until the other kids left. Maybe I could start early on some studies so we can hang out faster."

"Alright. So, I guess I'll be staying with her?"

"Until you're needed here or for recon," Ratchet said.

"Alright. Well then, let's go Melissa."  
>"Thanks guys, for everything. I'm looking forward to seeing you guys tomorrow."<p>

"Be safe," Optimus smiled.

"Don't stay up too late guarding the house."

"I won't Ratchet. Let me know if father gets closer."

"We will." Gadget smiled at them before transforming. Melissa climbed in and they left base.


	3. Chapter 3

Disclaimer: All Transformers characters belong to Hasbro. Any made up characters were created by me.

Summery: Transformers Prime Universe. Set in season one, following the episode cannon loosely. Arcee discovers a secret about her past and has to learn to live with it. Can she move forward to a peaceful future?

"blah" – Normal human speak  
>"<em>blah<em>" – Cybertronian speak  
><em>blah<em> – thinking  
>'<em>blah<em>' – Comm. Speaking  
><strong>'Blah'<strong> – text message  
>-<em>blah<em>- - Bonded talk

Shadows of the Past

By Yami-Yugi3

Chapter 3

The next day, Melissa was up working on her college work. Gadget was driving back to base, having gotten bored with watching the house. She had agreed to pick Melissa up later on in the day once she was done working. She was surveying the area as she got close, making sure no Decepticons were following. She slowed down when she caught onto an energon signature. It was a weak signature, but she thought maybe it was here father. _'Ratchet...Ratchet are you there? I'm locked on to a weak energy signature. I think it might be Wheeljack. Ratchet...? Are you there? I'm following an energy signature...'_

She sighed when she got no answer. She didn't know that Arcee, Bulkhead, and Bumblebee were still out with their humans. Ratchet and Optimus were on an energon reconnaissance mission leaving no one at base to answer. _That's odd... she thought to herself, it's not like Optimus to leave the base empty._ She sighed and decided to follow the signal anyway, resolving to call Ratchet later. She turned off, going the other direction away from the base. As Gadget continued to follow the energy signature, she tried base again. _'Ratchet? Optimus? Anyone? Hello? Guys...I'm following an energy signature. It's weak but I'm thinking it could be Wheeljack...can someone help me confirm?'_

_'Gadget? Is that you?'_ Prowl answered, having just arrived at the main computer area.

_'Yeah. Finally someone answered. You think you could check the computers? I'm following a weak energy signature. Can you tell me if it's another Cybertronian? Is it my father?'_

_'Okay let me see.'_ Prowl said. He checked the sensors and the data, still not familiar with it. He did know there was no signal registering on the scans. _'Gadget? I'm not seeing anything new. Wheeljack isn't much closer to Earth than he was before. There's no signal coming up on the sensors over here. Still, I'd investigate whatever is making that signal. It could be something._'

_'You're sure it's not coming up on the scans?'_

_'No, but I think you'll be fine going to investigate. Call for back up if you need it.'_

_'Alright. Gadget out.'_ The red femme followed the signal down the road towards an old, abandoned industrial district. _...Odd..._ _This place hasn't been used in ages... Maybe the 'Cons are using it for something,_ she thought as she pulled in and started checking out the area. There was little to no activity she could see so she transformed. "Okay, Decepticons...come on out where I can see you! It's not like you to hide," she smirked. She turned around when she heard movement. She saw no one there.

"Come on, Starscream... Stop playing games..."

"Fire!"

"Hey! What the..." she didn't have time to find out what hit her as her world went dark.

* * *

><p>Meanwhile, back at the base, Optimus and Ratchet had just returned. "Prowl, everything alright?" Optimus asked.<p>

"Gadget called earlier saying she found a weak energy signature. She went to investigate."

"But there's nothing on the scans," Ratchet said, coming over to check.

"Yes, I know. She had tried to call before she talked to me. She asked me to check. I told her to investigate the signal. It could be something important."

"Optimus..." Ratchet said seriously. "You know what this could mean..."

"It's the only likely explanation based on the information. Prowl, do you know where she was headed?"

"Her last known location was headed towards an old, abandoned industrial district that hasn't been used for years. Someone could have crashed there or it's the Decepticons. Those are logical explanations. It's unlikely but it could be some human error. She should be fine."

"She won't be if we don't get there!" Ratchet exclaimed worriedly.

"Optimus? What's wrong?" Prowl asked the Prime.

"There is a group of humans that call themselves MECH. They are this world's own breed of Decepticons. You haven't had the unfortunate chance at meeting them yet. They discovered our existence while helping Agent Fowler. Their goal is to find out everything they can about our physiology, at all costs. They see us as living technology and nothing more."

"Primus...And I just..." Prowl said surprised.

"They're going to take her apart if we don't leave now!"

"Easy, Ratchet. We have to stay calm or we won't be any help to Gadget at all."

"...I...I just sent her...to the slaughter... I..." Prowl was speechless, sinking to his knees and staring at the floor.

"You did not know the danger you were sending her into. Ratchet?"

"C'mon, let's go!" he yelled, transforming and heading through the activated ground bridge.

"Prowl?" Optimus asked, transforming and going after the CMO. He just shook his head, still kneeling on the ground. Optimus sighed and went after his raging medic. Jazz had sensed the dread Prowl was feeling and raced into the room.

"Prowler? Baby what's wrong?"

"...I...I'm...a Bot killer..."

"Prowler, what are ya talking about?"

"...I...I...I sent...s-sent Gadget..."

"Prowler..." Jazz said coming over to him and wrapping his arms around him. "What's wrong? Sent Gadget where?"

"..."

"Baby...Where? Sent her where? Talk to me, Prowler... It's okay."

"...MECH..."

"Who?"

"...Humans who...who kill Cybertronians..."

"WHAT?" Jazz exclaimed, more in surprise than anger.

"...They... They...di-...dissect us...Jazz... They...w-want to...reverse engineer...Cyber...Cyber-..." He couldn't finish as his tanks purged themselves from guilt and horror.

"Prowler..." Jazz just pulled him against his chest. "It's alright, baby... Boss Bot and Doc Bot will bring her back safe and sound. It'll be okay..." he spoke gently.

"...It...It was my fault..."

"No...no it wasn't... Ya didn't know any better. You and Gadget and I? We didn't know about them. It's okay. Calm down... It'll be okay." The rest of the gang just pulled in.

"What's wrong? Is he okay?" Arcee asked worriedly.

"What's with the mental breakdown?" Miko asked of Prowl.

"...MECH..." Prowl started, before he nearly purge his tanks again just thinking about it.

"Oh no..." Arcee sighed, going over to her parents.

"What do those creeps have to do with anything?"

"Maybe they got one of us, Miko," Bulkhead answered.

"Yeah, but who? Optimus and Ratchet?"

"No..." Jazz said. "Red. They got Red."

"_**-computer noises of worry and exclamation-**_"

"Gadget? That new female that was here with Melissa?" Rafael asked concerned.

"...I...I...I sent...her..."

"Easy, baby. Don't get upset again. From what Prowler said, she was following some weird energon signature and asked Prowl what was going on. He gave her permission to investigate it. It's not yer fault."

"They pull that trick every time," Arcee growled. "It's okay, mother. It's not your fault. We should have warned you about them and what they do."

"You said Optimus and Ratchet went after her?" Jack asked.

"...Yes..." Prowl gurgled.

"We should go too. They might need back up. Those MECH guys fight dirty."

"Yeah. Bulkhead, you and me are going after them," Arcee said, getting to her feet.

Prowl reached out and gently grabbed his daughter's arm. "...No...I'm not going...to lose you too..."

"Well, bad news then. I've faced them before. AND I stopped them from going right through my spark. I can take care of myself. I'll be okay. Gadget's family too." Prowl was still worried.

"I'll take care of Prowl and help him watch the kids. You go, sweetspark. You show those human 'Cons that we won't surrender easily."

"Thanks, father," she smiled, hopping down. She activated the ground bridge. "Prowl and Jazz are in charge, okay? Be good and stay put. It's safer if you guys don't try and help."

"I'll keep them here," Jack nodded.

"I don't' want to go anyway. That's gross." Bulkhead and Arcee transformed, going through the bridge before it disappeared. Rafael and Bumblebee went over to Jazz.

"Is he going to be alright?"

"He'll be fine, Raf. He just needs to relax for awhile. It wasn't your fault, baby." Prowl's door wings quivered as it was still going through his processor. Jazz pulled him as close as he could, rubbing his back.

"_**-computer noises-**_"

"Thanks Bee," Jazz smiled.

"I know she'll be okay, Prowl," Rafael said. "With Optimus going after them, she'll be back at base before you know it. They're tough but Optimus is tougher. Want to play a racing game with me and Bumblebee?"

"...N-No thanks..."

"Bee, could you take Prowl from me? I'm gonna get him something to help him feel better okay?" The yellow scout nodded and went over to hug Prowl as Jazz got up. "I'll be right back baby. Bee and Raf'll keep you company okay?"

"..." Jazz sighed as he left the room.

"Poor Gadget..." Miko sighed.

"Yeah..." Jack agreed.

* * *

><p>Back at the MECH base, Gadget was coming to. She looked at her surroundings and realized she was strapped down with various things all around her. She felt an odd sensation and looked at her left arm or at least the joint where it used to be. She found the arm lying not too far from her, opened up and practically in pieces. "What in the Pit? What psychotic Decepticon torture chamber is this!"<p>

"Decepticons? I'm afraid there ARE no Decepticons here."

"Who are you and what do you want with me?" she spat back.

"My name is Silas," smirked an evil looking human as he stepped into her line of sight.

"WHAT? HUMANS? You vile, pit spawned race of organics! Release me!"

"I'm afraid I can't do that."

"If I wasn't strapped down I'd break protocol and my ethics to squish you for doing this to me!"

"I can see you're just as spirited as that Decepticon we captured."

"You've done this to others?" she exclaimed. "What type of vile creature are you humans?"

"The curious type."

"I have no information for you! Especially some lowly HUMAN who has no respect for life!"

"You're making quite the first impression. Too bad it will be your last."

"I have nothing for you! Release me!"

"I told you, I can't do that because you DO have something for me. Technology. I plan to take every ounce of it from you."

"YOU SICK SLAGGER!"

"I'm not going to make the same mistake I did with the other two. Knock her offline."

"YOU HUMANS ARE NOT WORTH PRO-..." her world went dark again. Silas nodded at the others to finish what they started. Arc welders started cutting into her helm to get at her processors and a blade started cutting into her chest. Ratchet burst in at that moment with Optimus right behind him.

"GET AWAY FROM HER!"

"MECH! It ends now!"

"This is Agent Fowler! We've got you surrounded Si! Come out and surrender now!"

"I guess we will finish our little get together later Optimus Prime." Silas said before he and his men made a run for it. They left everything behind and exited the area. Fowler and his men swarmed them as they came out. Fowler landed his helicopter and came over to Silas. "It ends here. Your tech hunting days are done. It's straight to the federal nut house for you." Silas could only grumble, his information lost for now.

"...You may have dismantled MY operation, but there could very well be others like us. You can't kill progress."

"But I can stop nut job tech junkies like you," Fowler growled, locking up Silas in an armed transport. "Good luck, Optimus...I hope you made it in time," he said to himself.

* * *

><p>Ratchet ran to Gadget, hoping they got to her in time. He sighed heavily in relief. "She's still alive..."<p>

"Then let's go. She still needs urgent medical care." Ratchet broke her restraints and pulled her carefully into his arms.

"What did we miss?" Arcee asked as her and Bulkhead came in.

"We were just heading back to base."

"We thought you might need back up, I guess not," Bulkhead said.

"You can help. Grab her arm, as much of it as you can," Ratchet said.

"Wow! This is horrific..." sighed Arcee. "They really are Decepticons in human skin."

"Though MECH is disconcerting, there is still hope that the humans will be our allies and accept us," Optimus said. "Are the others at base?"

"We left Jazz and Prowl in charge. Bumblebee is there with the children."

"And what of Melissa?"

"I'm not sure," Arcee said. "I'm sure Gadget was supposed to pick her up."

"Very well. Bumblebee, can you bridge us back?" Optimus radioed as the group left the building and headed outside. Once outside the ground bridge opened up for them. "Autobots, let's go." Optimus and Arcee transformed while Ratchet carried Gadget. Bulkhead had her arm wrapped up in a tarp with the pieces.

* * *

><p>When they got back to the base Prowl was extra worried about Gadget. "Is she...?" he started to ask.<p>

"She's alive. Are you alright, Prowl?" Optimus asked.

"I'm fine I guess..." Prowl said.

"Prowl, this incident was not your fault. You were not informed about them so you could not have known what would happen. Don't blame yourself." Ratchet silently disappeared down the hall towards Medical Bay with Bulkhead following. Arcee stayed with the others.

"Hello? Is anyone there? Gadget's an hour late and I'm getting worried."

Jazz answered the call on the computers. "Hey, little lady. Something's happened to her. She's in Ratchet's care right now. You want someone to come get ya?"

"Yes, please. You've got me worried. I'm sure you'd rather talk about it at base for security reasons. Just send someone to get please. I hope she's okay."

"_**-computer noises-**_"

"Alright, Bumblebee. You can go pick up Miss Jackson," Optimus smiled.

"Bee's gonna pick ya up." Jazz said.

"Oh alright," she smiled. "See ya in a few then." She disconnected.

"Now that everything's in order, I need to check with Fowler about what happened. Prowl, will you be alright in charge? I'll just be in my quarters."

"I'll be fine sir..." He nodded and left the room.

Arcee went back over to him and hugged him. "Prowl...?"

"Yes Arcee?"

"It's okay."

"She was nearly killed because of me."

"No, don't blame yourself. She wasn't killed or nearly killed. She's fine. Ratchet'll patch her up, no problem. Not even Optimus blames you. It's okay."

"But what about Ratchet? He must hate me."

"He won't. He never hates anyone."

Prowl sighed again. "It feels like Praxus all over again." he said softly to himself.

Arcee hugged him tighter. "It's alright, it's nothing like that. She's alright. We're all okay." Prowl sighed again.

* * *

><p>In the Medical Bay, Gadget was coming to as Ratchet laid her down on a berth. Gadget still thought she was with MECH. "Get your hands off me!"<p>

"Calm down Gadget, it's me." Ratchet said.

"...Ratchet...? I'm...at base...?"

"Yes, Prowl told us where you were."

"Oh..."

"You weren't hurt too badly and you didn't lose too much energon."

"Good... Did...did you know the humans could do this?"

"They call themselves MECH."

"...So you did know, yet you still protect them?"

"Protect them? No they deserve what Agent Fowler is going to do to them but not all humans are like them."

"...How...How can you speak for them? For THEM? After what they did to me?" she exclaimed sitting up. "Ow!" she growled lying back down.

"...Gadget...this isn't like you..." he sighed, going back to fixing her.

"They're all vermin. If the beings of this planet can produce THAT, then they aren't WORTH protecting...any of them..."

"Don't talk like that. You don't mean it. What if Optimus heard you?"

"I don't care! They're all vile organics with no respect for us or any other life but their own!"

"Stop it," he glared seriously. "You're starting to sound like a Decepticon and I don't like it." She just sighed heavily and grew silent. Her fists clenched and unclenched as Ratchet patched up her wounds. Her blue optics glowed with a red rage as what happened continued to flash through her mind. "Gadget, you need to calm down. You'll wear yourself down with all that pent up anger."

"...The humans have lost my respect..."

"Stop it. You're thinking like a Decepticon. Besides, holding grudges doesn't get you anywhere. What would Optimus say if he saw you like this? Or Wheeljack?"

"...Father would be just as angry... How can you forgive them?"

"Because they're not all like that. I've spent over three years on this planet with them. What about Miko, Rafael, and Jack? Do you blame them for what one group of humans did?"

"...From what I hear they engaged them before and did nothing to stop them..."

"And what about your new human friend?"

"She is old enough to stop people like them. She has the power to vote out criminals of her race. She should have acted as well. Humans are full of hate and disregard. Those unable to stop people like MECH are simply weak and passive."

"...I'm sorry you feel that way. Maybe in time you'll come back to your senses...and start acting like the Autobot I knew..." he sighed heavily in disappointment.

"GADGET! Thanks goodness your alright! I heard what happened and I was so worried!" Melissa smiled as she rushed in. Ratchet stepped away to let Melissa come over. He was finished anyway. Melissa practically tackled Gadget's arm. "I'm so glad you're alive."

"Get away from me, human!" the red femme sneered, shoving her off.

"...But Gadget I..."

"Get out of here! I want nothing more to do with you or your race!"

"But...we...I..."

"Your race did this to me. Your race is responsible for what MECH has done. Be gone! I have no respect for you or your kind!"

"...I... ...I... It wasn't... I thought I was your friend!" Melissa exclaimed as she ran sobbing from the room. She ran into Optimus on the way out. He watched her worriedly as he entered the room.

"What happened?" he asked.

"Maybe you can talk some sense into her. She's been greatly affected by what happened. I tried but she won't listen." Ratchet sighed sadly, still very disappointed as he left the room.

"Gadget? What's going on? What did you say to Miss Jackson to upset her? More importantly, what has Ratchet so concerned?" She slowly sat up, still a bit weak. She locked optics with her Prime, optics still glowing a faint red.

"Optimus, sir, did YOU know about MECH and their capabilities?"

"Yes, I did."

"Then how can you so readily protect the humans?"

"You cannot place the blame of one man and his subordinates upon an entire race."

"Why not?" she replied, her feelings taking reign over her. She would normally never be so insubordinate.

"I can't believe what I'm hearing," he sighed, arms crossed as he came over and sat on the edge of the berth.

"Believe it. I won't forgive the humans for what MECH did."

"You're acting just like a Decepticon. I thought you were better than that," he said seriously, optics narrowing.

"I am not!"

"You're judgment is clouded by anger and you're building up hatred towards innocent lives."

"I am not! DO NOT compare me to Decepticons!"

"That's enough! You're clouded by your own hate and I will NOT allow it to continue. I'm very disappointed in you, Gadget," he sighed, optics softening into utter disappointment. Gadget opened her mouth to protest, but nothing came out. He stood up. "I don't want to have to do this, but you leave me no choice. You are to remain here until Ratchet decides you've come back to your senses. You are formally relieved of all your duties. You are confined to this Medical Bay."

"But Wheeljack…what-…"

"You've made yourself clear and now I'm forced to make myself clear." He sighed heavily, his complete disappointment searing into her optics. She was left speechless as he left the room.

"…Is…Is Gadget okay?" Melissa asked Optimus.

"I'm sorry she treated you the way she did," he said as he knelt down to her. "I'm afraid the experience has clouded her judgment. You won't be allowed to see her for awhile."

"But…what about…?" she sniffled.

"You'll have transportation available and you're welcome to come to this base when you feel necessary. I request that you stay away from her, both as a punishment and a precaution."

"But Optimus, I don't remember you being so hard on me," Arcee added.

"Because you held grudges against Decepticons and they were minor. You've learned the error of your ways and learned to forgive. Gadget must relearn that on her own."

"But Optimus…I know this isn't like her. She's just upset. Maybe if I…"

"That is precisely why my judgment stands. She needs time to realize how foolish she's being."

"…But…I know we haven't known each other…very long…but… Optimus…she's my best friend… I'm worried for her…"

"So am I, Melissa. That's why I'm forcing my hand. I know deep down in her spark she still cares for you and this planet. She's still very much an Autobot," he added with a smile.

Melissa took in a shaky breath and wiped her eyes. "Thanks. I'll respect your wishes. You know her better than me."

"Optimus? Can I try talking to her?" asked Arcee.

"Maybe you're experience on the matter can help. Just be careful, Arcee."

"I will."

"I'll go back and check on her later," Ratchet sighed. "Right now I'll focus on finding Wheeljack, see if he's getting closer. He might be able to help too."

"Alright. I'll be going then." With that, Optimus smiled at Melissa before leaving.

"It's alright," Jack said as he came over to her. "I had a time when I left Arcee. I was worried about everything going on so I decided to leave the band. I'm glad I stayed."

"You want some girl time?" Miko asked.

"Yeah…okay…" she sniffled, perking up a bit.

"I thought I had lost Bulkhead once."

"_**-computer noises-**_"

"Oh wow, Bee. So, you've all had times when you almost lost each other too?"

"Yep," smiled Bulkhead. "But we stuck it out and we're buds for life."

"Thanks guys," Melissa smiled.

* * *

><p>Back in Medical Bay, Arcee came over and sat down next to Gadget's berth. "So, I heard what happened. You're pretty shaken up, huh?"<p>

"…Yeah…I just…I just don't understand how there can be so many Decepticons out there…even in human skin…"

"From what I heard, MECH is disbanded. They're headed to a federal prison courtesy of Agent Fowler."

"That's good. So, this Agent Fowler, he's protecting our existence?"

"Yeah. Listen, Gadget," she said as she put her hands on Gadget's arm, "you can't hold grudges. They don't get you anywhere. You can't blame ALL humans because of what one group did."

"…I…I just don't understand… I was born into our war, I know that evil exists. I just don't know if I can trust humans again…"

"But it was only a few humans, not everyone. I forgave Airachnid and Starscream for what they did, because deep down, they were created by Primus too. Like Optimus says, if we don't keep hoping that they'll change, there's no future or any lasting peace. Are the humans any different than us?"

"…I can't be sure…not anymore… I'm sorry, Arcee. I can't forgive them, any of them. These humans produced their own Megatron and didn't do anything to stop it."

Arcee sighed heavily and got up to leave. "I'M sorry you still can't let go of your anger…" She gave Gadget one last look. The red femme only shook her head as Arcee turned and left the room.

Arcee sighed as she entered the main area. "What's wrong sweetspark?" Jazz asked when he saw her.

"Huh?"

"Is something wrong?" Jazz asked again.

"Oh. Yeah... I thought maybe I could change Gadget's mind."

"Still upset about humans huh?"

"Yeah..." Melissa was hanging out with the others so she didn't hear the conversation.

"Just give her time. She just got here so she needs to listen to her spark and not judge based on what's happened so far. She'll be herself in no time."

"I hope you are right." Arcee said as she looked around "Where's mother?"

"Awww ya know Prowler, he's around. That whole thing today shook him up a bit."

"Should I go check on him?"

"Na, I can feel he's doing okay."

"Alright."

"Nice racing, Melissa! Looks like we have some competition."

"I'll race you all anytime."

"_**-computer noises-**_"

"You too, Bee," she smiled.

"You know, I was wanting to ask... How come you can understand Bumblebee too? I thought I was the only one."

"I'm not completely sure, Raf. I think it's because I'm starting to get a bond with him too," she smiled. "His expressions and his emotion help me understand." Raf smiled back.

"Wheeljack's closing in! Optimus, Wheeljack's within range for bridging here."

"Go right ahead, Ratchet." Optimus said.

"Wheeljack, it's Ratchet. Where's your location?"

'_Ratchet? It's good to hear from you. How's my buddy Bulkhead?_'

"Jackie?" the green mech smiled coming over. "Hey! I'm doing great. We have two new people here for you to meet."

'_Cool, can't wait._'

"Alright. We'll send a team to your location for pick up." Ratchet used the information to see where his signal was.

'_Can't wait to see everyone. Catch ya in a few._'

"Any volunteers to come with me?"

"You know I will." Bulkhead said.

'_I suppose I can't come along..._'

'_I'm sorry Gadget._'

'_...I understand..._'

"I'll come," said Arcee.

"I want to see Wheeljack again." Miko said.

"_**-computer noises-**_"

"Yeah," smiled Arcee. "I guess it's just me and Bulkhead with you, Optimus."

"Ratchet, we're ready to go."

He activated the bridge. "No Decepticon tricks this time. Be careful." Ratchet waited until they left. He decided to go check on her, knowing she was upset.

He entered Medical. "Gadget?"

"...Don't patronize me... I know... I know why I couldn't go..." she sniffled.

"I just want to come and talk, that's all."

"...Sorry..." she sniffled. "I just...you lose trust... I can't accept them...not for what they allowed..."

"Gadget..."

"...How does it make me a Decepticon to think this way?"

"Because you are punishing innocent lives and holding onto your anger."

"...But Ratchet...how can you trust them...?"

"They saved our lives from the scraplets."

"Scraplets? Here?"

"They WERE here. We accidentally opened a scraplet trap, not knowing what it was until it was too late."

"What happened?"

"Thanks to the children, we sent them back where they came from. They should be frozen spare parts by now."

"...Oh...that's good. Still..."

"Gadget, you know it's not the Autobot way... What would Wheeljack think?"

"...He would probably agree with Optimus," she sniffled, getting more upset.

"Then why is it so hard to let go?"

"...Because...because I was scared...I was hurt!" Melissa was secretly watching from the doorway. She watched sadly, wanting to rush to Gadget to make her feel better.

"But all that's over now."

"...I just... I don't know if the humans will come after us...or come after me... The Decepticons are enough to worry about. I just... I suppose I'm a little scared that there will be others out there."

Ratchet came over and sat beside her. "It's highly unlikely. Also, there are so many that are our allies. Most still don't know of our existence."

"..."

"Gadget...you have to trust your better judgment. I know you can." She sighed. She spotted Melissa peeking in. She stared at her, her optics glowing a faint red. Melissa dashed back outside, a sad look on her face. "You know she's just worried about you."

"..." Ratchet just sighed, but stayed by her.

* * *

><p>Back in the main area, Optimus and the others returned. "Hey Jack, long time no see." Jazz said with a smile.<p>

"Jazz? You're here?"

"Yep, Prowler's here too."

"Has he been keeping things running around here? Any new rules since he's been here?" he added in jest.

"Red's here."

"...I...I haven't seen her in a long time... How come she's not out here to greet me?"

"Well..."

"She's confined to Medical Bay," Optimus said seriously.

"She alright?"

"Yes and no. I'll take you to see her and explain on the way."

"No party?" Miko asked.

"Family matters," Bulkhead said.

"You can start the party with me," smiled Jazz. "I'm sure it will take awhile."

"Okay." The others smiled. Gadget was just sitting and thinking with Ratchet beside her. There was a knock on the entrance as Wheeljack entered. Optimus was behind him.

"So...Gadget... I hear you're grounded," he smiled as he came over.

She smiled back. "Wheeljack...I'm not a sparkling anymore..."

"That doesn't mean you still can't be grounded. Optimus explained everything." Gadget sighed.

Wheeljack came over. "Hey Ratchet. Mind if I take over?"

"Sure, I have no problem with that." Ratchet said.

He stood up and went over to Optimus. "She's calmed down, but she still won't change her mind."

He sighed. "She still needs time then. I know she'll come around."

Gadget sat up and hugged Wheeljack. She slowly started crying into him. "I...I must... Y-you must be so embarrassed..."

He hugged her back. "Of course not. I'm a little disappointed, but I'm not embarrassed. Everyone makes mistakes. It sounds like you went through a lot. I haven't seen you this upset since you were a sparkling."

"…Deep in my spark…I know better… It's just hard…"

"When I first came to this planet, my only problem was with 'Cons. The humans here, especially those that hang out with the others, seem okay with me. That Miko reminds me of Bulkhead sometimes."

"…You agree with Optimus then…?"

"Why do you find it so hard for YOU to do? I've never seen you act like this before."

"…I know I shouldn't be…"

"…I've never seen him before…" whispered a familiar human as she stood at the door again. Wheeljack looked over. She backed away again.

"Looks like you have a visitor," he smiled. "She one of Miko's friends?"

"She WAS my human charge. I took the place of her destroyed car because of Barricade. Her name is Melissa."

"So, you've got a partner too. Wait…WAS?" He pulled away so he could look her in the optics. "So, you two were getting to be great friends before that MECH stuff happened?" he asked seriously.

She locked optics before looking away shamefully. "…Yes…"

"I'm really surprised at you."

"Isn't everyone…?" she sniffled.

"We just don't want you turning into a prideful Autobot with no respect for life, or worse, into a Decepticon. You know in your spark this isn't right. She wasn't the one to hurt you."

"…I just need to think some more…"

"…Alright…" he sighed, getting up. "Sounds like the party started without me. Maybe you'll feel better if you sleep on it."

"…I'm sorry, father…"

"I'm not the one you need to apologize to. I missed you, sweetspark and I still love you." He left her with that. She laid back down with a heavy sigh before getting comfortable. She closed her optics and hoped that sleep would make everything fall into place.


	4. Chapter 4

Disclaimer: All Transformers characters belong to Hasbro. Any made up characters were created by me.

Summery: Transformers Prime Universe. Set in season one, following the episode cannon loosely. Arcee discovers a secret about her past and has to learn to live with it. Can she move forward to a peaceful future?

"blah" – Normal human speak  
>"<em>blah<em>" – Cybertronian speak  
><em>blah<em> – thinking  
>'<em>blah<em>' – Comm. Speaking  
><strong>'Blah'<strong> – text message  
>-<em>blah<em>- - Bonded talk

Shadows of the Past

By Yami-Yugi3

Chapter 4

The next day, things continued as normal. Wheeljack was being given a tour of the base. The children hadn't been picked up from their homes yet, having been taken back late the night before. Melissa had called ahead and stayed at base under Wheeljack's care. The two had gotten to know each other. She was currently resting in Wheeljack's guest quarters. Gadget was slowly waking up in Medical Bay. She looked around for a moment before remembering what happened yesterday. "…Melissa… I treated her so badly…acted foolishly…" She got off the berth and walked toward the entrance. She remembered she couldn't leave, so she contacted Optimus. '_Prime? It's Gadget. Can you come to Medical?_'

'_Are you alright?_'

'_I'm fine, we need to talk._'

'_Sounds like you've come to your senses. I'm on my way with Ratchet._'

'_Okay._' She went back over to the berth and sat down. She sighed heavily. "I should have known better, acting like a scared sparkling… I hope they'll all forgive me…"

"Feeling better?" Ratchet asked as the two of them entered.

"Yes, very much." He checked her over just to be sure. Optimus came over and looked at her expectantly. "I'm sorry. I'm sorry for everything I said and did yesterday. There's no excuse for my actions. I was a fool. I was afraid… but I know better now." She looked him straight in the optics. "I ask that you'll forgive me, Optimus. I was wrong to forget about trust and rely on ill judgment."

"That's all I wanted to hear," he smiled. "You're released from your punishment."

"Thank you, sir." She quickly stood and rushed out of Medical.

"Where are you running off to?" Ratchet asked.

"To find Melissa and apologize!"

"You don't even know where she is." She stopped right in the hallway and turned back.

"Oh…right…"

"She's in Wheeljack's quarters," Optimus smiled. "I'll take you."

"Thanks," Gadget smiled, following him out.

* * *

><p>Wheeljack's quarters were empty, Wheeljack deciding to catch up with Bulkhead. Optimus knocked on the door, waiting for an answer. When he didn't get one, he let Gadget try. "Father…are you there? It's me." She didn't get an answer either. Optimus used his code to get in. "He's not here…"<p>

"He must be with Bulkhead."

"Oh." Gadget went inside and started looking around. She found Melissa still asleep on the couch. "Aww…poor youngling…" She came over and sat down next to her.

"I'll leave you two alone," Optimus smiled, knowing that everything would be alright. He let the door slide closed behind him.

Gadget gently rubbed Melissa's back with two fingers. "Youngling…wake up… It's me, Gadget… Melissa wake up…"

"…Mmm…"

"Miss Jackson…I'm sorry…"

"…Sorry…?" she asked groggily as she sat up a little. "Y-you're…you're not still mad at me…?"

"No…" the red femme smiled. "YOU should be mad at ME… I hurt you. I'm very sorry. I was scared and scarred. I shouldn't have been so cruel to you."

"You're forgiven, Gadget," she smiled, climbing into her lap. "I'm sorry that there are bad people out there. I just want to be your friend. You protect me from Decepticons, and I'll protect you from humans, okay?"

"It's a deal, little one." Melissa only smiled, cuddling into her lap. Gadget cradled her and let her fall back asleep. "I'm sure you had a late night. I promise to do my best to protect you."

* * *

><p>Gadget didn't know how long she had been asleep, or even that she HAD fallen asleep, but there was some commotion going on outside. Wheeljack entered the room. He smiled to find Gadget and Melissa there. "Wish I had time to talk, but there's been some Decepticon activity. An old ship just reactivated."<p>

"What? Really?"

"Yeah, Optimus wants everyone to come check it out."

"Okay. Melissa, wake up..." Melissa woke up with a yawn.

"...Gadget? Wheeljack, what are you doing here?"

"Decepticon activity."

"Uh oh..."

"Come along. You can stay here with the other younglings." Gadget carefully stood up and extended her hand. Melissa climbed into it and got on her shoulder. They headed down into the main room with everyone else was.

"I don't like this." Prowl said.

"Ratchet, get a lock on the location. Autobots, I need a team."

"I will go." Arcee said.

The Prime looked at the other expectantly. "I'm coming too," said Bulkhead. "Miko, you stay here."

"Awww." Miko said.

"_**-computer noises-**_"

"Wheeljack?" Optimus asked.

"Nah, I think I'll stay behind and catch up with my daughter."

"Alright. Prowl, you think you know your way around enough to be in charge?"

Prowl nodded. "I think so sir." he said.

"Ratchet should be able to help you if you need it." Prowl nods again.

"Autobots, Roll out!" Ratchet activated the ground bridge. They arrived down in the Harbinger just as Airachnid was leaving.

"Airachnid!" Arcee cried, going after her. Starscream was sneering, trying to wiggle out of her webs.

"Arcee!" Optimus called having the group go after her.

"Please...don't leave me here..."

"Optimus?" Bulkhead asked.

"Where is Airachnid headed?"

"To the other half of the ship. It's a few miles in the desert through a stone arch. Please, don't leave me here alone. I...I want to join your side."

"Let's take him with us," Optimus said before heading out. Bumblebee and Bulkhead looked at each other before grabbing onto Starscream and taking him along. The group pulled up where Starscream had told them.

"How can we trust a 'Con?" Arcee said.

"Arcee..." Optimus helped Starscream get out of his trailer. He was cuffed at the arms and wings.

"Please...I want to join the Autobots. The Decepticons hate me..."

"Yeah right, and I've been lobbing with The Fallen..."

"The Decepticons have done nothing for me. They humiliate me, tried to terminate me... Megatron would accuse me of treason if I returned... Please..." Everyone looked towards Optimus. He nodded for them to come follow him. He looked at Starscream before they grouped together.

"I think Starscream means well, but there's a chance he has his own plans in mind. However, he could prove a powerful ally. Let's give him the benefit for now."

"Make him an Autobot? Like keys to the base and everything?"

"Maybe...We have to hope that he truly wants to change. If we don't give the Decepticons a second chance, then we're no better than them."

"But...forgive them? Trust them...? Even 'Bot killers like Airachnid?"

"Arcee...if we don't keep that hope alive, we have no chance of lasting peace." Arcee was still unsure. Optimus just sighed, staring her down before turning to Starscream. He nodded at him.

"Arcee, you stay with Starscream. Bulkhead, Bumblebee, you come with me."

"Me, babysit a 'Con?"

"Arcee..."

"Fine." The three left to find Airachnid.

"Airachnid..." Arcee said with a scowl, wishing she was going with them instead of watching Starscream.

"Airachnid!" Optimus called out.

"Well hello there Optimus." Airachnid said.

"Stand down, Airachnid."

"I got a better idea." she said with a smile. She shot him with the immobilizer as soon as he went to attack.

"Prime!" shouted Bulkhead as he and Bumblebee ran towards her. She shot Bulkhead, getting him immediately too. Bumblebee knew he had to do something to stop her.

"Airachnid...what I wouldn't do to get my hands around her wretched throat." Starscream grumbles.

"I guess that's one thing we both agree on." Arcee said.

"She weaseled her way up to Megatron...accusing me of betraying him..."

"She killed my partner."

"What? Now she's taking credit for scraping him too?"

"You weren't there." Arcee said, a bit confused on what Starscream had said.

"Of course I wasn't. Who...who are you talking about?"

"Tailgate. Who are you talking about?"

"No one, no one," he laughed nervously.

"You...You killed Cliffjumper!"

"What? No! It... You don't understand," he pleaded. "It was a mercy killing! He begged me to." Arcee glared at him.

"...Please...don't kill me..." Arcee drops the key to his cuffs in front of him.

She aimed her gun at him. "Pick it up," she growled.

"...W-What...?"

"Pick it up!" Starscream weakly grabbed for it, quickly dropping it with a whimper. Arcee growled. "I said pick it up! We are going to have a fair fight." He just whimpered. "You're pathetic!" she huffed, going over to take the key. She missed Starscream smirking before attacking her with his claws. "_**...-gasp-...**_" She tried to catch her breath as she grabbed her side. Starscream smirked as he removed the stasis cuffs and came at her.

"What's wrong? I thought you wanted a fight." She stumbled to her feet to try and fight back.

"I wonder, was Tailgate as weak as Cliffjumper was?" She hissed, trying to keep him from hurting her further. As they continued to fight, Bumblebee figured out an idea. He saw Airachnid fire the immobilizer at the rocks. The rocks started to break up, fall, and create a lot of dust. He nodded to himself and then readied himself. He shot the rocks, adding to the dust as Airachnid shot at him. When the dust cleared, he was immobilized! Or so Airachnid thought. Airachnid smirked before going to where Optimus stood.

"Optimus Prime...the ultimate trophy..." She crept over to Bumblebee. "You bug...he'll just scrap you for spare parts..." Bumblebee jumped into action, destroying the immobilizer, shooting at her too. "You fool!" Airachnid transformed and escapes while Bumblebee started shooting at her. He raced back to where Arcee was.

"...This is...for Cliffjumper..."

"I'm sorry, what were your last words?" Starscream smirked.

"...Th-This...This is for...Cliffjumper!" she screamed as she turned the tide. She soon had Starscream pinned with her blades close to his neck when Bumblebee found them. Bumblebee stared at her and she released him. Starscream took the opportunity to escape. "W-we...we need to get...them...back to...base..." Bumblebee nodded and he called base for the bridge. Prowl was worried about Arcee when they got back as Ratchet fixed up the immobilizer.

"Sweetspark?" Jazz asked, coming over.

"...I-I'm fine..." Arcee said.

"...If you want to talk, let me know..."

"Are they going to be okay?" Melissa asked as she watched Ratchet.

"They will be once I'm done fixing this." Ratchet said.

"Okay."

"You need any help there, Ratchet?" Wheeljack asked.

"Why not?" Wheeljack smiled.

Gadget came over to Arcee. "You okay?"

"..."

"Arcee...remember...what you said about forgiving...?"

"...Yes...I...I have to eat my own words now..."

"...Alright...good as new. Now to restore the others." Ratchet put the setting on reverse and fired at Optimus and Bulkhead.

"You should both regain your mobility shortly as they effect wears off. Arcee..." Arcee looked at Ratchet. He came over and looked her over. She was quiet as he fixed her up. Ratchet wanted to say something but decided he shouldn't.

"Ratchet, is Arcee alright?" Optimus asked.

"She's very resilient...for a two-wheeler..." he sighed. Optimus went over to her. Gadget had a hand on her shoulder.

"It's the physical wounds that heal the quickest. The internal ones take a little longer..."

"Arcee, you forgave them once, you can forgive them again."

"...I...I'm sorry, Optimus...everyone... I lost us our only chance."

"Wisdom must be learned, sometimes at a price. We will move on from this, Arcee."

"Why don't we go for a scenic drive, huh? It'll help. You don't mind, do you father? Optimus?"

"I don't mind, Gadget." Wheeljack said with a smile.

"Permission granted."

"Can...Can I come along too? We never got to go for that drive?"

"Arcee...you want my company...?" Jack asked.

"I don't mind having some friends along," smiled Gadget.

"You just be careful." Prowl said.

"I will... Jack, I would welcome your company. Should I be able to transform?" she asked Ratchet.

"You'll be fine. Just don't push it. Starscream scratched you pretty badly."

She nodded and transformed. "Hop on, Jack."

Gadget did too. She opened her door. "Get in, youngling." Melissa happily got in as Jack hopped onto Arcee. The group of four headed down the hallway and out of the base.

"Well...how about we catch up?" Wheeljack asked Ratchet. "We haven't really gotten to do so."

"Sounds like an idea." Wheeljack smiled and the two left the room.

"Want to race, Raf?" Miko asked.

"Okay, come on Bee."

* * *

><p>On the Nemesis, Barricade couldn't help but smirk as Megatron gave a talking to Airachnid about losing Starscream to the Autobots. He didn't like Airachnid. Megatron huffed, dismissing Airachnid. She left to go lick her wounds. Barricade took the opportunity to come over to him. "What do we do now Lord Megatron?" he asked.<p>

"Continue with things as usual..."

"Yes Lord Megatron."

* * *

><p>Meanwhile, Gadget and Arcee were driving in the scenic areas. "This area of the country is quite beautiful," Gadget observed.<p>

"Yeah... It's a good place to clear your head..."

"Its okay, Arcee. We all make mistakes. We move on and grow stronger as we learn from them," said Jack.

"Yeah, definitely. Don't beat yourself up over it. You and Gadget have both a good chance to grow here."

"Well said, Melissa. You have wisdom beyond your years, youngling."

She blushed. "I just believe in what is right, that's all. Forgive and forget. Right, Jack?"

"Right."

"Why don't we pull over somewhere far away from prying eyes?" Gadget suggested. "We could transform and just sit in the desert scenery to enjoy nature."

"I know a spot. You think we could, Jack?" Melissa smiled.

"Arcee?" he asked.

"...Sure... Why not?"

"Gadget, pull off the road a few miles up ahead. There're nice hills and scenery where no one ever goes. You guys will be able to stretch out over there."

"Alright, Melissa," Gadget replied as she did as instructed. Arcee and Jack followed. They soon arrive at the spot Melissa suggested. They looked around before transforming.

"This is a nice place." Arcee said.

"...Yeah..." Gadget sighed, stretching out on the ground. "It's good to just relax..." Melissa laid down next to her.

"I agree." Arcee found a nice spot to sit down. Jack sat down by her.

"See, Arcee? This is nice."

"Yeah." Jack smiled at her.

* * *

><p>Meanwhile, June had come to base hoping to see her son. She looked around when she didn't see him at first. Miko, Wheeljack, Jazz, Bumblebee, Rafael, and Bulkhead were all hanging out. "Does anyone know where Jack is?" she asked.<p>

"Oh hi Mrs. Darby." Rafael said.

"He's not around right now," Miko said. "I think he went for a drive with Arcee."

"Ya must be Jack's mother." Jazz said with a smile.

"I don't think I've met you."

"The name's Jazz. I'm Arcee's father."

"Oh...kay... It's nice to meet you Jazz." Jazz smiled as Prowl came into the main room see what his mate was doing. Prowl saw June. He was at first wondering how the human got there but then figured out it must be Jack's mother.

"You must be June Darby," he said seriously as he came over and knelt down to her.

"I am, and who are you?" she asked.

"My name is Prowl. Arcee is my daughter."

"What do you mean? Jazz said she was HIS daughter."

"He is." Prowl said "I'm Arcee's mother."

"...How...?"

"We Cybertronians are different then humans." he explained "A mech is just as capable carrying a spark as a femme."

"Oh I see."

"We can talk until both our children comes back." he suggested.

"Oh."

"Unless you don't want to." he said.

"No, it's alright." Prowl smiled and led her to a part of the base where they wouldn't be disturbed.

"Lob me again, Bee. Let's see if you can keep up with me and Bulkhead," Wheeljack smiled. Bumblebee nodded.

"Who is he?" June asked as she watched Wheeljack.

"That's Wheeljack." Prowl said.

"I see. So there's a lot of you, huh?"

"There are but not on Earth, at least not that we know of. There are more Decepticons out there then there are us."

"But...Jack and the children are safe, right?"

"I'm sure they are. Jazz and I haven't been on Earth very long but I can tell Arcee and the others take good care of the children."

"That makes me feel even better than I did before about all this."

"Really?"

"Really."

"I think I know what you mean."

"So you're a little over protective too?"

Prowl nodded. "Arcee's my little sweetspark. I sometimes don't like her going out on dangerous missions but at the same time it's what we have to do."

"Jack's pretty responsible."

"You raised him well, and I'm guessing by yourself as well."

"Yes, but it's alright."

"Do you miss having your mate?"

"...Sometimes..."

* * *

><p>Back in the main room, "Good one, Bee!" smiled Bulkhead. "You're getting good at lobbing."<p>

Jazz smirked. "Hey Ratch, were ya good at Lobbing?" he asked as Ratchet walked back.

"...No, not really. I spent my younger days studying to become a medic, then I spent them BEING a medic..."

"Ya no fun Ratch." Jazz said.

"Sorry..." Bulkhead passed the ball to Wheeljack, who passed it back to Bumblebee.

"Good job," he smiled as Bumblebee caught it. He threw it back to Bulkhead.

* * *

><p>Meanwhile, a few miles down the road, Gadget, Melissa, Jack, and Arcee were enjoying the day. "What's that one look like?" Melissa laughed as they looked up at the clouds while lying down.<p>

"Looks like a rabbit." Arcee said.

"Yeah..." smiled Gadget.

"Look, that one looks like a fire breathing dragon," smiled Jack.

"That one looks sort of like Prowl." Arcee said.

Melissa laughed. "...Yeah... That one looks Starscream...with...with a hilarious face..." she giggled.

"..."

"Arcee?" Jack asked, looking over at her.

"..._**-burst into laughter-**_... Thank you...both of you..." she smiled.

"It's what friends do," smiled Gadget. "Look at that one! It's a Megatron shark! _**-laughs hysterically-**_..." Arcee laughed whole heartedly at that. Jack and Melissa joined in. They all enjoyed a good laugh.

'_Arcee? Sweetspark, come in._'

'_I'm here. What you need?_'

'_Jack's mother is here._'

'_Oh? Is she worried?_'

'_I don't think so. Prowler's talking to her but you should come back though._'

'_Alright. I think we're ready to come back._'

'_Okay see you soon then._'

Arcee looked at Jack and the others. "We should head on back to the base. Your mother's there, Jack." she said.

"Oh. She worried?"

"No. But we've been out here long enough."

"Agreed," said Gadget. "I'm sure you'll want to hang out with Miko and Raf," she smiled at Melissa.

"Yeah, okay." Arcee transformed and let Jack get on her. Gadget did the same with Melissa. They headed back to base.

* * *

><p>Once back at base, they were greeted by June Darby and the others. She smiled when she saw her son. "Hi, mom."<p>

"Jack..."

"What's up? Miss me?" he asked. His mother hugged him. He sighed, hugging her back.

"Now that we're all here, we can REALLY rock out!" smiled Miko.

June looked up at Arcee. "Your...mother...and I had a very interesting conversation."

"Oh?" June nodded. Arcee smiled. Prowl stood watching near by with a smile on his face. Miko's guitar rang out. Prowl's door wings twitched when the sound vibrations hit them. She started strumming a song. Prowl quietly excused himself and headed towards the area where the quarters were.

"Prowler?"

"I'm sorry it's bugging my door wings a bit." Prowl said quietly.

"Not into heavy metal rock, that's alright," smiled Jazz.

"You can stay if you want to." Jazz nodded.

June waved to Jack. "I think I'll excuse myself too."

"I'll be home later, mom."

"It's a little loud for my taste, but it's alright," Melissa smiled, dancing to the beat. The others started dancing and playing too as June left. Jazz loved the music that was being played. Everyone was rocking out. Everyone except for Ratchet, Prime, and Prowl.

"Prowl doesn't like music?" Jack asked Arcee.

"Yes, just not the really loud, screeching guitar stuff."

"Oh, that's why he left."

"Yep. It's okay though." Jack only shrugged and smiled at the others. Melissa came over to him. "Hey, Mr. Serious, why don't you join in on the fun? If _**I**_ can rock out with Miko, I'm sure you can."

"No, it's fine." Jack said.

"You know, you don't have to be serious all the time. Now that everything's quiet for awhile, why not just relax?"

"...Well...maybe just a little bit..."

"Yeah...just dance a little maybe," she smiled. Arcee smiled too. Melissa led Jack over to the group. She started dancing to the music. "Just move your feet...then your arms... Don't worry about being embarrassed either. Just go with it." Jack started dancing slowly and still a bit rigid. "If you have to, close your eyes and just feel the music. Hey Miko! Miko! Could you tone it down to something less heavy metal and something more rock and roll? You know any classics?"

"...Mmmm...maybe a few. I'm more into the heavy stuff though."

"Alright. Play it girl." Miko started playing a newer hard rock song. "Nice!" Melissa nodded at her. "Now just close your eyes and don't worry about anyone else in the room. Just let loose. See? Bee and Raf got it." Jack took a deep breath and slowly started dancing more freely. "There, you got it," Melissa smiled. "That's how you loosen up. It's okay to," she said, dancing herself.

* * *

><p>The music died down as it got late. "Wow!" Melissa yawned as she looked at her cell. "It's close to eleven. I hate to close it down, but it's late. It's time for everyone to go home now. I'm sure for you guys especially," she said towards the children.<p>

"-yawn-... Yeah... I think I rocked out a little too hard..." Miko agreed.

"Alright, it's bedtime," said Bulkhead. "Come on, Miko," he said transforming.

"_**-computer noises-**_..."

"Okay...Bee..." Rafael yawned as he trudged over to the yellow scout.

"Come on Jack, I'll take you home." Arcee said. He yawned before climbing on to her.

"Youngling? Time to go?"

"Yeah... Tomorrow's Sunday so we can hang out tomorrow still. I DID finish my college work."

"Alright. Come on then, Melissa." She happily obliged. The four Autobots drove away down the hall. Jazz smiled and went off to find his mate.

"Prowler?" he asked as he went towards the living quarters.

"Party's over?" Prowl asked.

"Yep."

"Oh."

"The kids went home."

"It is getting late for them." Prowl said.

"Yep."

"So, what should we do?"

"We could have a party of our own," Jazz smirked. Prowl smiled back. Jazz let the door to their quarters close behind him. Prowl smiles some more. Ratchet and Optimus were talking in the main room.


	5. Chapter 5

Disclaimer: All Transformers characters belong to Hasbro. Any made up characters were created by me.

Summery: Transformers Prime Universe. Set in season one, following the episode cannon loosely. Arcee discovers a secret about her past and has to learn to live with it. Can she move forward to a peaceful future?

"blah" – Normal human speak  
>"<em>blah<em>" – Cybertronian speak  
><em>blah<em> – thinking  
>'<em>blah<em>' – Comm. Speaking  
><strong>'Blah'<strong> – text message  
>-<em>blah<em>- - Bonded talk

Shadows of the Past

By Yami-Yugi3

Chapter 5

The next day, the children were getting picked up after a good breakfast. They all arrived at the base and decided to have some quiet time. Bumblebee and Rafael raced while Miko drew on her sketch pad. Jack and Melissa talked over their school subjects. Everything was fine until an alert rang out. "What's going on?" Jack asked.

"The Decepticons have found something," Optimus told the children.

"That's not good. What is it?" Melissa asked.

"A data cylinder, from Cybertron..."

"Autobots, we need to go recover the data cylinder before the Decepticons get it. It contains historical information that we may need. We can't let it fall into Decepticon hands."

"Alright then. Let's go," said Arcee. Bumblebee decided he wanted to go too.

"I'll come race with you, Raf," Melissa smiled.

"Thanks."

"Let's roll," Optimus said as Arcee and Bumblebee joined him.

Ratchet activated the ground bridge as Bulkhead watched. "Not going, Bulkhead?" Melissa asked.

"Not right now. They'll be able to recover a cylinder. It's a small team of Cons anyway."

"Great! Cuz I want to get a good rendering of you for my sketch book," smiled Miko.

"Okay," he smiled going over to her and striking a pose.

Prowl and Jazz had come into the main room. "What happened?" Prowl asked.

"We've found an old Cybertronian Data Cylinder."

"One made it this far, Ratch?"

"Apparently."

"What's so important about a cylinder?" Miko asked.

"It's not just a cylinder. It's a data cylinder containing historical knowledge from Cybertron. It might be knowledge from the ancients even."

"We sent them out in space to keep out of Deceptions hands." Prowl said.

"Oh."

"Sounds like a good thing to go after," Melissa said.

"Yeah," agreed Jack. Ratchet watched the computers while everyone went back to what they were doing.

"Wow, you're good, Raf," Melissa smiled as she was beaten again.

"Thanks."

"Oh hey! You want to show the others footage from that Monster Truck Rally we saw last week Bulk?"

"Monster trucks?" Melissa asked, curious but not completely excited.

"Yeah," Miko smiled. "We'll show you. Were you done racing?"

"For now," Rafael said. Miko turned the tv to the Rally.

"Check it out!" Miko smiled.

"...Blood sport..." Ratchet said, shaking his head.

"Well, they're not sentient like you guys," Melissa said. "It's still loud and crazy though. It's not my thing. Raf, why don't you, me, and Jack go somewhere else? I'm sure we can find something to do."

"Yeah, I'm okay with that," said Jack.

"Koyaah! Awesome!"

"Yeah..." Bulkhead said. Melissa, Rafael, and Jack had gathered their things and went to another room down the hall. Miko and Bulkhead watched the rest of the rally, with Ratchet tuning it out as best he could.

"Bulkhead?" Optimus comm. linked. "Bulkhead we need back up." Prowl looked away, not wanting to watch any more himself.

"Come on, Prowler. We're not needed right now. Remember though, they're not living beings like us."

"I know but still..." Jazz just shrugged and led his mate elsewhere.

"I'll be right there Optimus." Bulkhead said. Ratchet activated the ground bridge and sent Bulkhead to them. Miko sighed as she watched her friend leave.

"I have a special mission for you too, Miko."

"Really?" she asked, excited and smiling. He handed her a mop and a bucket. "Awww..." She sighed heavily and took them to go clean up. She waited until he wasn't looking and dashed out of the quickly disappearing ground bridge. Everyone was fighting over the Data Cylinder, and no one had noticed Miko yet.

"Whoa..." she said in awe. A Decepticon drone almost hit her as she ducked for cover. She immediately recovered and that's when she saw the cylinder. She started to crawl towards it in the midst of everything. When she got to it she called Ratchet on her cell phone.

"Miko?" he looked around. She wasn't at the base! "Miko where are you?"

"I'm right next to it."

"Next to what?"

"The data device thingy."

"The data cylinder?"

"Yeah, can you give me a ground bridge to bring it back?"

"Activating original bridge location, now."

"Can you make the bridge any closer?"

"I need coordinates."

"Like fifty yards closer?"

"EXACT coordinates." She growls in irritation as she tried to push or pull the cylinder closer to the bridge. When it didn't budge she gave it a good kick. It hummed loudly and started to power up.

"...What...?"

"MIKO!" Bulkhead cried as he came over to push her out of the way. He landed with his head right in front of the cylinder. It zapped him with a red energy beam, knocking him unconscious. Optimus, Arcee, and Bumblebee ran over to him.

"Ratchet, we need a ground..." Optimus stopped as they rushed into the already open bridge. They spied Miko standing there. "What happened?" Optimus asked.

"Bulkhead got zapped by the data cylinder. Why did it do that?"

"It's a defense mechanism that kicks in if an enemy alien tried to force the data from it."

"Why didn't it go off earlier then? They were Cons all over it."

"Decepticons are Cybertronian. It wouldn't see them as a threat."

"But humans are foreign aliens. It should have shot the data out into space, but Bulkhead stopped it when he was trying to save you."

"...Oh..." Ratchet gave Bulkhead a once over glance and gave him a clean bill of health for the moment.

"C'mon, Bulk. I still haven't finished my picture of you."

"Alright."

She showed him the mop and the bucket she should have been using to clean up. "Hey, got any paint in here?" she smiled.

* * *

><p>A bit later Miko ran to Ratchet. "Hey Ratchet, you got to see what Bulkhead is painting in there."<p>

He rolled his optics. "I'm sure it's just some reproduction of an earth painting..."

"The mech's talking like Percy." Jazz said as he pokes his head in as well.

"...That's not art...it's...it's science..." Ratchet said wide optic.

"What?" Miko asked.

"C'mon, Bulkhead. I need to see what's going on." He pulled Bulkhead away and took him to Medical to get a scan.

* * *

><p>Once in Medical, he hooked up a diagnostic line to Bulkhead's processor. A picture of his processor appeared on the screen with a red, highlighted area in the center. "Living data is inhabiting Bulkhead's processor. The beam from the cylinder was the data emptying out."<p>

"Like Optimus was explaining before," said Miko.

"Yes."

"So, what kinda info we talking about?" Jazz asked.

"It appears it's a formula for synthetic energon."

"That's cool Ratch."

"Wow! You're a total genius now, Bulk!" smiled Miko.

"Yeah...I guess so. Let's get back to painting."

"Okay," Miko smiled.

"I'm worried about Bulkhead, Ratch." Jazz said.

"I wouldn't concern yourself yet."

"Aww...c'mon, Bulkhead... Aren't you done painting that formula yet?" Bulkhead kept on saying science mumbo jumbo as he painted.

"...amplified to the third power..."

Miko sighed as she hooked up her guitar. "You want amplified?"

She played a very loud cord, startling Bulkhead. "What was that?!"

"Metal. You LOVE Metal."

"I'm trying to concentrate."

"Hey...remember when Wheeljack fought off those Decepticons?"

"Who?"

"You're best friend in the whole world, besides me. You remember...don't you?" she added sadly.

"Of course, you're..." She ran over to Ratchet who was talking to Optimus.

"I thought he was purging the data...but it's..."

"...Taking over his mind..."

"...Erasing everything but the data."

"Ratchet. Bulkhead's totally going nutso over there. He's lost it." Ratchet only stared at her. "You...already know, don't you?"

"We didn't want to frighten you, Miko. Don't worry, Optimus has a plan."

"But Optimus isn't Bulkhead's doctor. I...I need to know...is he going to be okay?" she pleaded with him. Ratchet wasn't sure what to tell her.

"...I-Is he...?" she sniffled, tearing up. All Ratchet could do was stare at her solemnly. She turned away sadly. She knew what she had to do. She went back to the main room where Bulkhead was painting. Optimus and the others were currently fighting for the cylinder.

She took the mop away from Bulkhead. "Hey, I needed that."

She typed on the keyboard and made the ground bridge open. "C'mon, Bulk. You want to finish your formula, don't you?" Bulkhead willing followed. Melissa and Jack came to check on Miko and Bulkhead.

"Where did Miko and Bulkhead go?" Jack asked.

"Yeah, she seemed fine awhile ago," Melissa said. "Everything okay?" She looked at Ratchet. "Something's' wrong, isn't it?" Ratchet sighed.

"Is something wrong with Bulkhead?" Jack asked.

"I don't want to frighten you." he said.

"Okay, spill it, Doc Bot," Melissa said seriously with her hands on her hips. Ratchet explained to them what happened and Bulkhead's fate. "...Poor Miko..." Melissa sighed.

"Is there something we can do to help?" Jack added.

"No..."

"Jack, we need to go find Miko. Where Miko is, Bulkhead might be."

"Okay." Jack and Melissa left, looking around the base to find the two. They didn't know how far away they were. Miko walked around the Monster Truck Rally stadium to try and jog Bulkhead's memory.

"Come on Bulkhead, don't you remember. We went here last week." He just continued to mumble on and paint the walls. "C'mon Bulkhead...remember? We LOVE Smash Monkey and you help me with my homework. _**-laugh-**_ Trick question. You know I don't do homework...don't you?" Bulkhead just continued to work.

"...Bulkhead..."

"Let's hurry up and find him..." sighed Breakdown as he and Knockout arrived on the scene.

"Bulkhead, we got to hide."

"...energon squared to the tenth power..."

"Bulkhead!" she whispered. "If we don't hide now, they'll...steal the formula!"

"My equations!" Miko led him deep into the parking lot where all the monster trucks were parked.

"Bulkhead...come out where ever you are." Knockout taunted.

Knockout and Breakdown searched the trucks. "Bulkhead...that you?" Breakdown smirked, smashing every truck. Knockout started to chase Miko as she searched for a cell phone signal. Knockout lifted up cars as she kept ducking for cover. Breakdown saw her run past a few times and went to smash her. "Forget the human. Hide and Seek is only fun when you're winning." Knockout smirked as he figured out where Bulkhead was.

"Bulkhead..." smiled Breakdown as they neared him.

"Found you," smiled Knockout. Bulkhead transformed and started painting part of the formula on Knockout's chest plate.

Knockout froze, wide optic. "...You...You painted my paint job! PREPARE FOR SURGERY!" he growled, stretching out his claws. Breakdown came over and knocked Bulkhead to the ground, unconscious. "...Heads...you lose," Knockout smirked, moving Bulkhead's head up. He transformed one of his hands into a saw and slowly brings it close to Bulkhead's neck.

"BULKHEAD! NO!" Miko screamed, running over to fight Knockout. She missed and bumped against Bulkhead's head. His optics opened, two red beams coming out. It was the data expelling itself. "...I did it again?" she sniffled.

"Hmmm dead battery." Knockout said.

"Megatron's gonna kill us for this..." huffed Breakdown.

"So we'll just have to kill you," smirked Knockout. He turned his saw towards Miko. Miko looked scared before a ground bridge opened and the other Autobots came rushing out.

"Let's...peel out of here..." suggested Knockout.

"Right behind you." Breakdown said. They transformed and left. Miko went over to Bulkhead. She started sobbing. Jazz looked worried.

Arcee looked worried too. "Let's get him back to base. It's not certain yet," said Optimus.

* * *

><p>It took the Autobots that was there to get Bulkhead back through the ground bridge, Jazz was trying to comfort Miko the best he can. "...It's alright..."<p>

"...I...his mind...is gone...it...it went with the data..." she sobbed. They entered the base and went straight to Medical. Melissa rushed over to Miko as Jazz set her down. The others helped Ratchet get Bulkhead on a berth and hooked up. Melissa pulled Miko into a tight hug.

"Oh Miko..." Ratchet started to run scans of Bulkhead.

"...It's all my fault..." Miko sobbed into Melissa.

"No, it's not... It's going to be okay..." she soothed.

"Miko, your quick thinking stopped the Decepticons from getting the formula," Optimus said.

"...But...we lost Bulkhead..."

"Ratchet?" Melissa asked, still hugging a distraught Miko.

"It's too soon to tell. Something familiar to him might awaken him." Miko went to her guitar and plugged it in. Melissa smiled. Miko strummed a cord. At first there was nothing and Miko slowly puts her guitar away. Everyone waited in anticipation. Then Bulkhead opened his optics and sat up.

"Baduuuum! I LOVE that song!"

"Bulkhead!" Miko cried happily as she ran over to him. Melissa, Jack, and Jazz clapped

"So, no more misadventures, right?"

"...Yeah..." smiled Miko.

Ratchet unhooked everything from Bulkhead. "I know something you all could do."

"What Ratchet?" Bulkhead asked.

"Awww...really...? You're serious?" whined Miko, knowing exactly where he was going. Ratchet smiled and gave each of them their own mop.

"I didn't know it was that dirty," Melissa sighed. "Well...if we all work together, we can get it done. Let's go team!" she smiled.

"Do we have to?" Miko asked.

"Aw, you gotta make it fun. If you make it fun, it gets done."

Miko sighed, but then smiled. "Can we put on some music?"

"Yeah," smiled Melissa. "Let's play something we both like."

"Okay." Miko said. They turned the music onto a rock station. The other Autobots dissipated from the room to do their own thing. Melissa had Miko and Jack doing a good job. Miko was happy because the music was on and she wasn't cleaning alone. Wheeljack and Gadget walked in to check on everyone. The two had been bonding away from base for awhile.

"What's going on here?" Wheeljack asked curiously.

"We're gone for the day and Ratchet has the younglings spiffing up the place?"

"It's like this..." Jazz started. Gadget waited for an answer, hands on her hips. Wheeljack couldn't help but smile at them. "Ya see the others found this data cylinder..." Gadget listened as Wheeljack watched them.

"They sure know how to get things done."

"...Wow... We sure missed a lot, father."

"That human of yours has the other two doing great."

"That's Miss Jackson though. Jazz, I'm sure you'll stay and watch them. I'm going to go have a word with my mentor."

"Go right ahead Red." Jazz said with a smile.

"I'm going to chill in my room."

"Okay, Wheeljack," Gadget said. She shook her head as she went to find the CMO.

"...Ratchet...?"

"What do you need, Gadget?"

"A word," she said, crossing her arms and starting at him.

"Okay..." Ratchet started, unsure of what Gadget was going to say to him.

"I'm gone for the day with Wheeljack and I come back to the children cleaning up the base? Does Optimus know about this? I'm gone and you go mad with power," she said irritably.

"They wanted something to do, and I thought they should make themselves useful," Ratchet said trying to defend himself.

"By giving them chores?!" she exclaimed. She growled irritably and shook her head as she walked away. Ratchet just shrugged with an innocent look on his face.

"Alright! We're done!"

"I think he wanted us to do the main room AND the Medical Bay. Let's go do the other room."

"Awww..."

"C'mon, it'll be fun, Miko. We can do whatever you want to do once we finish."

"Okay."

"One more room, Jack?" Melissa asked him.

"Sure, it wouldn't hurt."

"I'll give ya a hand this time," smiled Jazz as he led them into the main hall.

"Yeah, then we will be done quicker!" Miko said happily.

"That's the spirit," Melissa smiled. Jazz only laughed as they entered into the main room.

"Now let's get started.

"Yeah!" Melissa smiled. Jazz grabbed an extra mop and they started work. Prowl came into the room looking for his mate and stop dead in his tracks seeing Jazz clean with the four humans.

"...J-Jazz...? What are you...What are you doing?"

"Hey Prowler, just helping them get the room clean." Jazz said with a smile.

"...Wh-why?"

"I thought it would be nice to."

"Alright..."

"Wanna help, Prowler?"

"...No thank you."

"Alright. I'll catch ya later."

Prowl nods and headed out of the room. "Awww, it would be cool if he would help," Miko said.

"It's alright." Miko sighed.

Gadget passed through on her way to go relax in her quarters. "You're still at it?" She came over to Melissa. "Youngling...you know you don't have to do this."

"It's alright. I want to. We're helping out. It's only this one time."

"Ya want to help, Red?" Jazz asked.

"...No..." she sighed, getting agitated again.

"We're almost done, anyway," Miko said.

"Is something wrong Red?" Jazz asked.

"Ratchet..._**-grumbles-**_...bossing the younglings around..._**-grumble-**_..." They watch Gadget continue to go back to her quarters. Jazz shrugged.

* * *

><p>Meanwhile Knockout and Breakdown headed the long way back to the base. "Megatron is going to have our head that we lost the data."<p>

"Yeah..." admitted Breakdown. "So what are we gonna do? We have to go back sometime."

"Let's just idle for a while. Let Lord Megatron blow off some steam."

"Okay." The two pulled over on the side of the road.

"How long you think we'll have to wait? You know, just in case the Autobots come looking for trouble?"

"I hope not long." The two stayed parked, trying not to draw attention to themselves. They didn't know that there were some birds sitting above them on a power line. They were chattering and chirping, perched happily on the power line. One of the birds decided it was time to go to the bathroom and a drop of white poop fell and landed on Knockout's hood. Another soon followed from a different bird further down the group.

"What in Primus, my paint job!" Knockout said. Breakdown snickered, knowing what it was. Another one from another bird landed on Knockout. "EEECCHHHH!" he said, peeling away. The birds, attracted to his shiny, clean paintjob followed. Breakdown tried to keep from laughing as he went after him. "AAAAAHHHH! Get these foul creatures away from meeeee!"

Breakdown still snickered as he caught up to him. "Y-y-you're...covered in..."

"IT'S NOT FUNNY! GET THEM OFF!" Breakdown transformed and did his best to scare the birds away as they chased after Knockout. He still couldn't help but snicker. He started swinging his hammer at them until they flew off. Knockout kept speeding away until every last bird was out of sight. Breakdown came over to him. "...Are...Are they gone...?"

"Yeah they're gone." Breakdown said, still trying to keep from laughing.

"Stop laughing! It's not funny! I...I need a water source... a car wash..."

"Don't be such a sparkling." Breakdown said.

"I'm not! Those stupid organic pests ruined my paint!"

"I believe they are called birds."

"I don't care! I need the nearest car wash!" Breakdown sighed.

He transformed and pulled in front. "I saw one back that way a few miles down the road," he said.

"Let's go, and not a word of this to anyone."

"Friends don't rat each other out," Breakdown said. "I won't tell ANYONE." Knockout just sighed heavily as he followed, still sore about his paint.

"Alright, here. No one else is around," said Breakdown.

"Good." Knockout said. He pulled up into it. Breakdown turned it on for him. Breakdown looked around before transforming and helping Knockout. They didn't know someone was watching them from near by.

"I think it I got it all off."

"Make sure!"

"Okay just calm down." Knockout sighed impatiently.

"Okay, I think that's it."

Knockout double checked. "Finally... If I see another bird...I'm going to squash it, then blast it until there's nothing left."

"There's one." said a voice.

"Where?" shouted Knockout, swerving around and partially transforming to shoot it.

The voice started to laugh. "Oh that was a good one."

"Come out so I can scrap you!" The voice came into the light and revealed himself.

"...Barricade...? How long have you been watching us?" Breakdown asked.

"For awhile. Lord Megatron sent me to find you after you didn't come back to base." Barricade said with a smirk.

"Is he mad at us?" Breakdown asked.

"I was simply waiting until his upset at losing the data had subsided," Knockout said matter of factly.

"He's a bit upset but you also know how impatient he is."

Knockout sighed. "I suppose we should head back then." Barricade smirked again. Breakdown looked a little irked.

"What?" Breakdown just shook his head before transforming back into the rugged SUV.

"Barricade...YOU lead the way," Knockout said as he pulled up next to Breakdown.

"Don't worry, I'll make sure there are no birds." Barricade said with a snicker.

"That's not what I meant..." Knockout growled.

"I know that. I was just yanking your tail pipe."

"Well don't."

"Very well." The three headed back towards the ship. As they neared it, a ground bridge opened.

"Let's go." They went into the ground bridge and arrived on the ship where it hovered. Knockout was still worried that Megatron was mad at him. They walked through the halls until they reached the captain's deck.

"I found them, Lord Megatron." Barricade said.

"It's about time," he glared as he looked at them.

"Lord Megatron, we apologize for the l-..."

"I know about your failure!"

"It was that stupid human and then the A-..."

"Silence! Make this your final warning. Failure will NOT be tolerated!"

"Yes Lord Megatron..."

"You're dismissed."

* * *

><p>Back at Autobot Headquarters, the children had gone. Ratchet started looking over what Bulkhead had painted. "So...what will happen now, we only got half of the formula?" Prowl asked as he came over.<p>

"I think I can figure it out. We have a little over half here."

"Want some help?" Wheeljack asked.

"No, that's quite alright, Wheeljack."

"I can."

"So can I," offered Gadget as she came in.

"No it's fine, I can do it." Ratchet said.

"I don't know...from what Bumblebee told me about what happened when you "helped" the children with their science projects..." Prowl said.

"That was just a moment of over enthusiasm," said Gadget.

"Knowing him, there was a little bit of me rubbing off," smirked Wheeljack.

"I do think they should help you Ratchet, and I'm sure Prime would agree on that with me."

"Leave him alone," Gadget sighed.

"Very well." Prowl said as he left to see what his mate and daughter were doing.

"So, do you want some help?"

"No, it's fine." Ratchet said.

"Are you sure?" Gadget asked. "Maybe we can at least watch?"

"Fine." She smiled. Her and Wheeljack took a seat, ready to help when necessary. Ratchet went back to looking them over. He would take each metal slab and input the data into the computer. Gadget and Wheeljack watched him quietly. Ratchet went back and forth between the computer and metal before stopping. "...Now the hard part...filling in the blanks..." He slowly looked towards Gadget and Wheeljack.

"Alright, I'll help ya," smiled Wheeljack.

"Sure...NOW you want us to help," Gadget laughed. Ratchet just couldn't help but smile at them.

"Together again," Gadget sighed happily. "Just like old times. ...Well...almost..." she said, sadly reflecting on her sparklinghood.

Wheeljack put an arm around her shoulder. "That's in the past, sweetspark."

"Well let's get to it." Ratchet said.

"Yeah," Gadget said, shaking out of her memories. "Let's crack this code." The three of them started to get to work. Each contributed their knowledge to come up with equations that would fit.

"No...that won't work," said Gadget. "There's a differential here that would reverse the previous equation."

"Oh," sighed Wheeljack.

"What about this one?" Gadget said as she added an equation.

"That's great! We're almost done with the entire formula," said Ratchet.

"It will be great if it works." Wheeljack said.

"We'll have to see," said Ratchet.

"Right," Gadget agreed. She scribbled out another equation. "How about this? It accounts for conversion of matter into energy."

"No...try moving these numbers here."

"Yeah," agreed Wheeljack as he looked at it too. "You want to move this differential over there."

"Oh! Yeah! Thanks! You know...it'd be great if Perceptor wasn't so far away with his Space Exploration Field Study..."

Wheeljack put a hand on her shoulder. "I know your spark must ache having your bonded so far, but he'll come back." Ratchet smiled a bit as he put more equations into the formula.

"It's almost completed! Just one more and we can start testing it out."

"What are you all doing at this late hour?" Optimus asked curiously as he entered the Medical Bay.

"Sorry Optimus, we were just trying to finish up the missing pieces to the formula." Ratchet said.

"Don't apologize. By all means continue. Don't stay up too late."

"We won't." Optimus smiled a bit as he retired for the night. The three of them watched before they each contributed to the last equation. Ratchet put in a piece from all three and plugged it into the computer.

"It's done. We have a completed formula for Synthetic Energon."

"Should we test it?" Wheeljack asked.

"It's late."

"Yeah, we should get to bed," agreed Wheeljack.

"It's been a long day for all of us," admitted Ratchet. The three headed off towards their rooms. Ratchet made sure to turn everything off.

* * *

><p>Gadget sighed as her and Wheeljack entered their room. She sat on the edge of the berth as Wheeljack locked up the room. "Bulkhead made quite the discovery, huh?"<p>

"...Yeah..." Gadget sighed again, her loneliness returning. Wheeljack came over and laid down on the berth. He put a hand on her arm.

"What's wrong?"

"...It's just...Percie...being so far from our home...getting used to this place...and her... And...Mom..."

"Why don't you come lie down? We'll talk about it together."

She took a deep breath and laid down. She snuggled close to him and let him put an arm around her. "...I'm glad I found you... And I'm glad you came back..."she said sadly, cuddling closer. She rested her head against him so she could hear his spark. "I don't know what I'd do if you were gone like Perceptor..."

"What's got you so lonely all the sudden? This isn't like you. Something's troubling you."

"...It's just...getting used to Earth being home...and wondering if we're still strong enough to keep Megatron down. We're so few now and with Percie and a few others so far away... I guess that run in with MECH shook up some old pain too..."

He pulled her as close as he could, resting his head against hers. "Sweetspark...I promise you, you'll never be alone. I might leave for awhile just like Perceptor, but I'll always be a comm. link away. I'll never leave you alone. You've got old and new friends here too. Optimus is here so I know we'll ALWAYS be strong enough to keep Megatron down. Gadget, don't worry so much. I'm here now and I plan on staying for awhile."

"...I guess...-sniffle-...I just...really miss Mom..."

"I'm surprised you can remember her. You were so little when I found you."

"...Her face..._**-sniffle-**_...Her...her voice...a little... Mostly...I can remember her spark... I just... Taking on such a maternal role for Miss Jackson...and...and -sob-... Seeing Prowl and Jazz here... I just...I just wish I still had her...but...she's gone..."

"I think everything is just finally sinking in and because your spark aches for your mate, you can remember the loss of your mother."

"...I...For once...I'm...I'm honestly...unsure...ma-...maybe even scared..." She burst into sobs, unable to talk anymore. Wheeljack hugged her close.

"...I'm sorry I was gone for so long. I'm here now. I love you, sweetspark and I'm going to do everything I can. Just get some sleep and you'll feel better in the morning." She sniffled and nodded, letting the sound of his spark and his presence lull her to sleep.

_She cried and cried as the femme holding her ran. The femme ducked into one of the alleyways between Kaon and Iacon. She held the wailing sparkling close to her chest, soothing it with her spark. Her kind, grey face and green optics smiled upon the tiny femme. "Hush now, it's alright my little bitlet. Everything's going to be alright. Mama just has to make it to Iacon and we'll be safe." The crying femme had started to calm down before a dark figure with red optics approached._

_ "How dare you create one of THOSE with me!"_

_ "No! Please! Don't hurt her!" The figure pulled the sparkling out of the femme's hands._

_ "How dare you create a femme and an Autobot spawn!"_

_ "...I...Iacon is a better place!"_

_ "Silence, you worthless femme!" The Decepticon killed his neutral lover, sneering as her green optics flickered out. Blue optics widened and the femme sparkling's crying grew louder. "If you're not going to be a Decepticon, then you're no heir of mine!" He went to dispose of the red, blue optic femme but two figures stopped him. A strong, firm voice yelled something at the Decepticon before disposing of him. Another figure with winglets on his back came into the sparkling's field of vision. He spoke comforting words as he knelt down to take the sparkling from the ground. The red femme sadly reached for the dead femme before cuddling into him. Her spark instantly bonded to his for comfort and safety. The strong firm voice said something and they left the alley._ Gadget gasped as she woke from the dream. "...M-mom..." She looked around the room and noticed Wheeljack fast asleep beside her. She slowly caught her breath as she cuddled close to him again. "...I don't care what the records say...YOU will always be my real father...not that creep... Oh Percie...I hope you're safe..." she sighed, trying to fall back asleep. She took one of Wheeljack's arms and held it close as a human child would a stuffed animal. It helped her fall back into a more peaceful sleep.


	6. Chapter 6

Disclaimer: All Transformers characters belong to Hasbro. Any made up characters were created by me.

Summery: (Transformers Prime Universe. Set in season one, following the episode cannon loosely.) Arcee discovers a secret about her past and has to learn to live with it. Can she move forward to a peaceful future?

"blah" – Normal human speak  
>"<em>blah<em>" – Cybertronian speak  
><em>blah<em> – thinking  
>'<em>blah<em>' – Comm. Speaking  
><strong>'Blah'<strong> – text message

Shadows of the Past  
>By Yami-Yugi3<p>

Chapter 6

The next day, Gadget and Wheeljack both went to get their morning energon together and check on things. Optimus, Jazz, and Prowl were in the main looking at the computer screen. "So, should we send someone to retrieve it?" Prowl was asking.

"Yeah, it could be somethin' important. Maybe not," said Jazz.

"Retrieve what?" asked Gadget.

"Did you sleep well?" Optimus asked.

"With father there I did."

"We got to bed a bit late and she had a rough time falling asleep. She's fine now. Told ya a night's rest would make ya feel better," he smiled.

"We found another container filled with data. This isn't one of the ancient data cylinders though. It doesn't have the same signature."

"We won't know what it contains until we retrieve it," said Optimus.

"Prime sir, do the Decepticons know of it?"

"As far as we know, no they do not. We were just alerted of its presence a few moments ago. If we go quickly, they won't even know it was there."

"My thoughts exactly. We should send two 'Bots to retrieve the container as soon as possible."

"Well…I wouldn't mind something to do. I'm not sure Ratchet's up yet," said Gadget.

"Yeah, he'd let us know if wanted any help anyway. We can go. We just fueled up."

"Alright then. Prowl, open a bridge to its last known coordinates."

"Okay," he said, messing with the ground bridge controls. The bridge opened.

"Nice! On yer first try too, Prowler." He just smiled.

"Off you go. Don't take too long and don't draw attention to yourselves."

"We won't Prime," smiled Wheeljack as the two of them transformed and drove through.

* * *

><p>They drove onto dirt as the ground bridge closed. They were on the side of a dirt road somewhere in the Nevada wilderness. Both scanned the area for potential witnesses, human or otherwise. <em>'Let's stay in car mode just to be safe.'<em>

_ 'Yeah, that way we can pick up the container and be on our way back.'_

_ 'Agreed. Hey, I think I see some metal ahead.'_

_ 'Me too.'_ Wheeljack led the way since he was in front. They drove a bit further down the road until they stopped a metal box. It had a few Cybertronian glyphs on it. It was a bit burnt from falling through the Earth's atmosphere.

_ 'So…what is it father?'_

_ 'We'll have to take it back to base and see first.'_ He partially transformed an arm, placing the object in his front seat. _'Let's get out of here. I don't to overstay our welcome and attract unwanted company.'_

_ 'Yeah, lead the way, Wheeljack.'_ The two speed off to their original position.

_ 'Prowl?'_

_ 'Yes, Gadget?'_

_ 'We've got the package. Beam us back.'_

_ 'Alright, it should open close to you soon.'_ A ground bridge vortex appeared and the adoptive father and daughter team drove through.

"So, whaddya find?" asked Jazz as they transformed and set the metal box down.

"Something from home, maybe," said Gadget.

"No. The glyphs are our home language, but the way they're written isn't ancient. Besides, the metal and burnt spaces are too new. This was sent here for a reason, but not from our nearly destroyed planet."

"You get all that from looking at it, father?"

"Yep. I may have been a Wrecker for a long time, but I've still got my engineering skills."

"Of course you do," Gadget smiled. "So…how do we open it?"

"I'm not sure we should jump into it," said Prowl. "It could have been a Decepticon trap."

"Nah. Not something like this," Wheeljack said as he tossed it between his hands.

"We'll just have to find out the hard way," Optimus said. "I doubt Megatron would try such underhanded tactics to get to us."

"Yeah, and MECH's gone forever," smiled Gadget.

"So, let's open it," urged Jazz. Wheeljack fingered some of the glyphs and felt around for a seam to open it with.

He sighed. "I've got nothin' and I don't want to destroy it." He handed it to Optimus. "Maybe it'll open for the Prime." He took it and examined it, trying similar methods to what Wheeljack had done. He shook his head.

"I don't think this package was meant for me."

"Well, why don't I try?" asked Gadget as she moved to take it. "Maybe it will only work for me and Jack because we found it? Besides, I always loved a good experiment." She took the box and her spark reacted just a little bit. She waved it off and traced the glyphs, reading them as she did. It opened up, revealing some gemstones from other planets, a picture, and a holovideo. There was also a datapad. Gadget set the box down and took the datapad. She turned it on and started reading. She slowly started to tear up. "…I-It's…It's from Percie…Perceptor…"

"Perceptor?" Jazz said.

"...Yeah..." Gadget said, still happy and sad at the same time.

"Then the box was meant for you," said Prowl.

"It's amazing that he was able to send it to Earth, but I'm glad that he was able to send a message to you."

"Thanks Optimus," smiled Gadget. "That means a lot."

"Why don't you go enjoy the box in your room?" smiled Wheeljack. "I can tell you want to."

"Thanks father," she smiled as she left the room.

"I wonder if Perceptor will ever make it here?" Jazz said.

"That's up to Perceptor," Optimus said. "Let me know if anything else comes up."

"Sure thing."

* * *

><p>The rest of them went on their way. Meanwhile, in the Medical Bay, Ratchet was going over the formula again. He decided to make some and test it out. He started synthesizing the energon, checking over the formula as he went. He started mixing the ingredients until he got a few ounces of green liquid. He started testing the synthetic energon on small things. He started with a small, fuel cell. The results where promising. He slowly started testing it on bigger things.<p>

Meanwhile, Arcee, Bumblebee, and Bulkhead went to pick up the kids from their after school activities. Gadget was still looking at Perceptor's gifts. She couldn't help but smile, thinking about her mate. She set the gemstones on a shelf and the picture on a nightstand where her side of the bed was. She put the holovideo in the beautiful box and set it on a higher shelf. "It's almost time to get Melissa from college." She checked the items one more time before leaving the room. "Oh Percie... I'm so glad you're okay..." she sighed as she let the door close and lock behind her. She decided to check to see what Ratchet was doing first before leaving. "Ratchet? It's me Gadget," she said as she entered the Medical Bay.

Ratchet looked up from what he was doing. "Oh what do you need, Gadget?"

"Nothing. Just checking on you. I'm going to pick up Miss Jackson. Making progress on the synthetic energon I see." Ratchet smiled at her. She smiled back and turned to leave. Ratchet turned back to testing out the formula. He looked at some of it under a microscope. After studying it, he took some to test on an engine. The children arrived at that moment. Rafael and Bumblebee came in to the Medical Bay to see what Ratchet was doing.

"What are working on Ratchet?" Rafael asked.

"I'm testing out the synthetic energon formula we got from Bulkhead."

"Oh, can I watch?"

"I see you come with your own protective eye gear."

"Cool!" Bumblebee smiled and looked at Rafael.

"_**-computer noises-**_"

"Okay, Bee," Rafael smiled as Bumblebee left.

"Okay let's see if this will work." He injected the test engine with the green liquid. The engine suddenly came alive with power.

"Cool," smiled Rafael.

"It's stable and quite efficient."

"So, you can start using it. Hey, Bumblebee!"

"No, Rafael," Ratchet replied sternly. "The energon isn't ready to be used for fuel or first aid yet. We need to test it more."

"But, aren't your reserves really low?"

"Yes...but we can't risk an unstable reaction." Rafael sighed. An alert rang out. The rest of the 'Bots and Optimus came out.

"Energon is on the move," said Prowl.

"Decepticons. Their pattern is the same meaning they're searching for new areas to mine." Optimus turned to the group. "Autobots..."

"Optimus...if any of you come back to base injured... I'm not sure what will happen. Our energon reserves are almost gone."

"I understand, old friend. We'll do what we can. Autobots, Roll Out!"

Prowl activated the ground bridge and watched them leave. Ratchet went back into Medical Bay as the children stayed with Melissa and Gadget. "...I...I wish I could do more..." he sighed as he entered. He sat down and looked at the testing equipment. "...Maybe...Maybe I can..." He filled up a vile of sythentic energon and stared at it with a sigh. He injected the vile into his arm. The shock of the new energon caused him to faint. Everything went dark for a bit until he heard Rafael calling out his name.

"...Uhh...How...How can you be so loud?" he said as he slowly sat up before standing.

"Are you okay? You fell."

"I'm okay... No I'm better then okay." He opened up the plating on his arm and checked out the readings. "I'm definitely better than okay." He moved around and jumped a bit. "Any word on the others?" he asked.

"No..." Just then the alarm rang out. The two rushed into the main room.

"Arcee...she's wounded. Activate the ground bridge!" Rafael did as told, watching Ratchet rush through.

"Arcee, get inside the ground bridge!" She weakly got to her feet and started towards it. Ratchet entered and he came through swinging. He started deactivating seeker drones right and left. Arcee was surprised on how Ratchet was fighting them off. Optimus and the others finally caught to them from the rockslide just as Ratchet dispatched the last one.

"What happened here?" Bulkhead asked.

"Hooah!"

"Let's get Arcee back to base," Optimus said as they went through the ground bridge.

* * *

><p>Once back at the base, Prowl came over, worried about his daughter with Jazz right behind him. "What happened?" Prowl asked.<p>

"Ratchet kicked some major Decepticon can."

"How?" Arcee asked. "What's the secret?" Ratchet walked over to where some canisters filled with a familiar green liquid were sitting. He grabbed one and tossed it to Arcee.

"Sythentic Energon," he smirked.

"But wasn't it incomplete?" Prowl asked.

"Not anymore. With Gadget and Wheeljack's help, I was able to finish it. I've been testing it all day."

"You really did a job good out there," said Arcee. "We should all try this stuff."

"No," Prowl said "Who knows what damage it can cause?" He looked towards Optimus for help putting a stop to it.

"Ratchet...I question your wisdom on using yourself as a test subject. I want all further testing to be kept to machines, NOT Autobots," he said as he came over to him. "We need our medic right now, not another warrior."

* * *

><p>Later on Ratchet, Bulkhead, and Bumblebee where hanging out while Ratchet was telling him what happened. "Okay Bulkhead come at me." he said.<p>

"I don't want to hurt you, Ratchet."

Ratchet slapped him across the face. "I said, come at me." Bulkhead charged at Ratchet. Ratchet easily picked him up and threw him through the wall. Bumblebee stared at him as he walks through the whole in the wall. "You think you can take me muscle car?" Bumblebee shook his head as he backed away. "...Wimp..." he smirked under his breath. He looked over at Arcee. "How's it humming?" he said with a click. Prowl at that time had come to investigate what was going on.

"Did he just...?" Arcee asked, a bit grossed out. Prowl's door wings raised high, glaring at Ratchet.

"What are you staring at?"

"What...What did you just, say to my daughter?" Prowl growled.

"What's it to you?"

"I'm officially creped out." Arcee said.

"What is with you?" Prowl yelled. Ratchet just huffed and walked away. Prowl still was upset.

"_**-computer noises-**_"

"Yeah... I think that synthetic energon is messing with him..."

"Yeah, stronger, faster, and studlier," said Bulkhead.

* * *

><p>Ratchet walked back into Medical Bay and injected himself with the last of the synthetic energon. "I have to be at my best...for our survival..."<p>

* * *

><p>While the 'Bots regrouped to be with their charges, an alert rang out. They all gathered back into the main room. Optimus and Prowl were there waiting for them. "What's happening?" Arcee asked.<p>

"The Decepticons found a new energon vein," said Prowl.

"Then let's go," said Arcee.

"Autobots, Roll Out," Optimus said as he walked towards the ground bridge.

"Wait a minute, shouldn't we wait for our secret weapon?" Bulkhead asked.

Prowl looked like he was unsure. "I don't think we require any medical expertise." Optimus said.

"But what about additional fire power?" Ratchet said as he came into the room.

"Optimus I don't think Ratchet..." Prowl started.

"Bumblebee can operate the ground bridge," Ratchet said as he walked over to the gateway. "It's time to put some hurt on those Decepticons," he said, posing.

Prowl looked at Optimus. "Prime...?"

He sighed. "...Alright... Ratchet you can accompany us. Do not engage the enemy on your own," he warned as he walked up to him.

* * *

><p>Bumblebee sighed and activated the bridge. The group left through the portal. As they emerged, Ratchet managed to jump ahead of them. "There's a small energon pulse but not enough for a big deposit." Bulkhead said.<p>

"I take comfort in the fact that Megatron is looking for this stuff as badly as we are."

"Do you always talk so much on these missions?" Ratchet transformed and pinned the 'Con to the ground. "Don't worry, I'm an emergency vehicle," he smirked as he beheaded him with his blades.

"Autobots!" the others cried as Optimus, Arcee, and Bulkhead caught up to him. They all started shooting the vehicons to stop them. Many started to retreat until there was one left. Ratchet saw him and smirked before the Decepticon tried to escape up the hill with Ratchet following him.

He got to the top and Ratchet watched him run. He picked up a heavy rock and threw it. It knocked the Vehicon to the ground a few feet in front of him. He went over to him. "Where are you going?"

"I'm trying to get away from the Autobot stink." the Vehicon said.

"Does your boss know you have a potty mouth?"

"Go get melted, four wheeler!"

"Melted? Now there's a concept. I won't ask again, where...is...Megatron?" he growled, brandishing his arc welder.

"Like I'll tell you Autoscum!" Ratchet ignored him and started melting his face. Optimus, Arcee, and Bulkhead heard the Vehicon's screams from the battle. They stopped fighting and ran up the hill.

"T-That's all I know..."

"Really?"

"...R-Really..." the Vehicon gasped in pain.

"Now was that so hard?" Ratchet taunted, transforming his hand into a blade as the vehicon caught his breath.

"Ratchet! What are you doing?" Optimus warned, grabbing the CMO's hand.

"Getting answers." Ratchet said.

"That's not the Autobot way." Optimus said.

"And what IS the Autobot way?"

"We do not interrogate by means of inflicting harm. We are not ruthless like the Decepticons."

"Is this really a time for lectures, Optimus? We need to strike now! And hard! We're wasting resources chasing after possible leads Megatron lets us follow. They have a warship! He's planning things! Let's go there now and strike!"

"Rushing onto the Decepticon ship will only lead to more losses and risk endangering human lives."

"But you have no trouble risking ours. Why don't we ask Cliffjumper? Wait, we can't because he can't be here today."

"Alright! That's it!" Arcee growled going after him. Bulkhead stopped her.

Ratchet got in Optimus's face. "You should have destroyed Megatron when you had the chance! Many chances!"

"I'm afraid the synthetic energon has severely clouded your judgment. I'm confining you to base until further notice. Bumblebee...bridge us back."

_'We should brig him.' _Prowl said, _'Do we even have a brig?'_

"Just keep an eye on him, Prowl," said Optimus.

_'Very well sir.'_

The ground bridge opened and Ratchet turned to go through. He sighed. "Fine," he bit back as he went in. Arcee looked at Bulkhead and he followed after him. He was knocked to the ground as Ratchet came running out. Optimus watched in disappointment as he transformed and sped away.

_'Maybe I can ask Wheeljack to start building us a brig.'_

Optimus only sighed. _'This is not a time for jokes, Prowl. Keep the bridge open.'_ The three of them went back to base, trying to locate Ratchet.

* * *

><p>"I'm just saying sir; it might help to have a brig on hand." Prowl said later "It worked when ever the twins got out of hand."<p>

"Has Ratchet's signal appeared?" he sighed.

"Not yet. It's hard to tell with the synthetic energon." Arcee said.

"Must be scrambling his circuits," agreed Bulkhead. At that moment, Gadget came into the room.

"Guess I missed some activity huh? Everything alright?"

"Ratchet tested the synthetic energon on himself. He's unstable and he's decided to go after the Decepticons," Optimus sighed.

"We tried to stop him..." sighed Bulkhead.

"Still nothing..." growled Arcee with a heavy sigh.

"We MUST find him before he finds Megatron," Optimus said very worriedly.

"What? The synthetic energon made him more powerful, but too head strong?"

"Uh huh," said Bulkhead. "Faster, stronger, and studlier. He tortured a Vehicon into telling him where Megatron is."

"He...He...What?"

"I'm sorry, Gadget," Optimus sighed, disappointment hiding beneath deep worry. He came over to her. "We're trying to find him, but he decided to go after Megatron on his own."

"WHAT?" she exclaimed, rage building. "Of all the Primus forsaken...! HE WENT AFTER MEGATRON ALONE? That slagger! I'm going to KILL HIM if Megatron doesn't do it first!" she ranted, stomping around and punching the railings. "That oaf! Rrrrr..." She started pacing madly.

Optimus put a hand on her shoulder, trying to calm her. "I'm just as worried as you are." She sighed angrily, very worried about her mentor and friend.

Prowl was still disappointed about the brig thing. "Come on Prowler," Jazz said as he started to lead his mate away "OP is a bit busy now. You can tell him all about your dream brig later."

"Thanks, Jazz," Prowl said, cuddling into Jazz.

* * *

><p>Meanwhile, in one of Megatron's bigger energon mines, Breakdown was chatting with a vehicon. They walked past a hallway. Ratchet whistled at them, getting their attention. Breakdown prepared for a fight. "I was wondering when you would show up." Down a nearby hallway, Megatron was interrogating Knockout.<p>

"Where is the new energon source you promised me? You're a scientist aren't you?"

"We were about to get it but we were stopped by this new Autobot."

"And who would that be?" he asked angrily, getting in Knockout's face. Breakdown entered silently, and then fell to the floor. Ratchet stood smirking at them. He stepped a bit closer.

"Well uh...him..."

"Him?" Megatron said with a laugh "That's just Optimus' medic."

Knockout wasn't so sure. "No, Megatron," laughed Ratchet. "I'm your doctor of doom!" He rushed at him and managed to punch him hard in the face. He caused his lips to bleed.

Megatron fingered the blood. He smirked. "Well alright then." Ratchet charged again, but Megatron was ready for him. He easily caught Ratchet's hand, crushing and twisting it. "You ARE much more spirited than I remember."

"Chemical enhancement?" Knockout asked. Megatron smirked and punched Ratchet hard in the chest, digging in. Ratchet gasped in pain, unprepared to be felled so easily. He collapsed to the ground from the near fatal wound. He bled out on the ground.

"There's your laboratory sample, doctor. See what it is. If that can power up a mere medic, it can do wonders for our troops."

"...I-I've been a fool..." Ratchet said as Knockout came over.

"I must congratulate you on trying to defeat Megatron by yourself," he said as he collected the energon.

* * *

><p>Meanwhile, back at the base the others finally found Ratchet's location. "Optimus, Ratchet's signal is back online." Arcee said.<p>

"Then let's go."

"Can I come with you?" Gadget asked, very worried.

"Very well, Gadget." Optimus said as he looked at Bumblebee "Bumblebee." He nodded and bridged them to Ratchet's location.

* * *

><p>Knockout studied the vile of fluid. "Thank you for your contribution to science. I'll be sure to include you in the credits when you're gone..." he transformed his hand into his saw blade. "Which I predict will be very soon." Sounds of the Autobots bridging in and fighting the vehicons distract him. "Scrap." This gave Ratchet the chance to fight him off. He weakly stood, pushing Knockout off of him. Knockout regains his footing and charged at him, his saw blade spinning. Ratchet weakly grabbed his wrist, trying to stop him. As the blade slowly got closer to his helmet, Ratchet saw a chance to move Knockout's arm out of the way to head but him again. Knockout tried it again before Ratchet side stepped away and his saw got caught on the cave wall. He growled, trying to pull it out. Ratchet picked up the vile and stared at it. "Wh-what are you going to do? Drink it?" Knockout laughed.<p>

"...No... I'm going to destroy it!" he cried, throwing the vile down on the rocks. It shattered, the contents lost.

"You idiot!" Knockout said as he finally got free "Megatron will have my head for that!" Ratchet couldn't reply as he collapsed to the ground. Knockout could see the Autobots coming around the corner and he knew he shouldn't hang around any longer so he transformed and drove off. The group rushed over to Ratchet, letting Knockout go.

"Is he...?" Arcee asked.

"No, but he is gravely injured."

"Ratchet!" cried Gadget as she rushed over to him. She knelt down beside him. "YOU IDIOT! Don't you EVER scare me like that again."

"Let's get him back to base."

Gadget carefully pulled him into a sitting position. "You're going to be okay..." she sniffled. Bulkhead came over and gently took him into his arms. A ground bridge opened and they went through.

* * *

><p>Prowl, Jazz and Bumblebee were waiting for them. "What happened?" Jazz asked.<p>

"_**-computer noises of worry-**_"

"He'll live, Bumblebee, if we tend to him quickly," sighed Optimus. Gadget was fighting back tears as they went further down the hall into Medical.

"Want me to contact Wheeljack?" Prowl asked.

Optimus turned to look at him. "That would be wise. I need Gadget and Wheeljack's help. They're more knowledgeable in medicine than I am." Prowl nodded then went to do so.

Gadget took a deep breath as they entered Medical. She stood by as Bulkhead laid Ratchet down on a berth. "I need an energon IV and a patch kit," she said, turning on the diagnostic systems. Optimus went to grab said items. She slowly tried to regain her composure and recall all her training under the CMO. "Hang on, teacher, I know you're gonna make it."

Bulkhead and Arcee watched as Optimus came over to her. "Hey, Prime, what about the energon back at the mine?"

"I'll let Prowl and Jazz know and send them to retrieve it. I want you to go with them, Bulkhead," he replied as he gave the items to Gadget.

"Should I go tell them? Then we can go right now. I'm no use here."

"That's a good idea, go," Optimus said.

"And hurry! I'm going to need a lot more energon than what we've got," added Gadget. She carefully lifted Ratchet into a sitting position. "Can you help me hold him up while I patch him up?" Optimus nodded and came over to help. Gadget started fixing torn wiring and fuel lines before patching up the plating around the chest wound. "Okay, I'm done for now." Optimus gently laid him back down. She quickly set up the IV and hooked it up to the hole in his chest. She made all the connections for the line to feed. She filled up the vile of the IV with the energon they had before going over and grabing an empty transfer vile. She was about to donate her own energon when Wheeljack came in.

"You needed my help?"

"Father great. Have you ever needed to give Ratchet energon before?"

"Well...one time...fresh out of the academy together..."

"Great, I need you to donate some. I've never given him any before and I don't think it'll be enough. He's...lost a lot," she almost choked on the last words.

"I'm game," he said as he picked up a transfer vile and filled it. Gadget filled the one she had before making an even mix of them both to put in the IV.

She sighed heavily as she started the flow. "Please let this work..."

_'Optimus,'_ Bulkhead said over the comm. link.

_'Yes Bulkhead?'_

_ 'Prowl, Jazz, and I are at the mine now. How much do you want us to bring back? Most of the 'Cons are gone. It's just a few workers.'_

_ 'Bring back as much as you can. We need it.'_

_ 'Will do, Prime. We'll come back with as much as we can carry,' _said Prowl.

_'Good, be careful. Don't take any unnecessary risks. Optimus out.'_

Gadget took in a deep breath, relaxing. "He's stable. He should wake up soon."

"Thank you, Gadget." Optimus said "You did well."

"I hope so."

Wheeljack came over to her. "He'll be alright. You learned from the best. I know he's going to make it," he smiled as he put an arm around her.

"Thank you, father. Now...we wait," she said as she watched him. She kept on eye on the diagnostics.

After awhile, Ratchet slowly came too. He looked around. Gadget was sitting nearby as Optimus and Wheeljack stood on either side of him. "...O...Optimus I..." he said, trying to sit up.

"Take it easy old friend." Optimus said as he gently placed a hand on his shoulder "You lost a lot of energon. The good with the bad."

Ratchet lay back down. He looked at Gadget. She smiled at him. "You gave us quite a scare. Please...don't EVER go after Megatron by yourself again, okay?"

"I'm sorry I worried you all..." he said "The synthetic energon needs some more testing...but on machines, not Autobots."

"And let me and Gadget help too," smiled Wheeljack.

"I'm just glad you're safe and you'll be okay," she smiled. "I don't know what I'd do if I lost you."

"You'd carry on to be our medic for one," he said.

"What? Me...?"

"I think you're ready. You've come a long way since you were a youngling. You've proven yourself." He looked at Optimus and Wheeljack.

"I know you'd make a great one, sweetspark."

"I agree with Ratchet's judgment," Optimus said with a small smile in her direction.

"Well...I'm honored, but that's not necessary. However, you are going to take it easy for awhile."

"Energon incoming," smiled Bulkhead as he brought in a cart full of blue cubes. Prowl and Jazz were behind him with another two carts.

"You've learned much from this experience and you did lead us to a much needed energon supply."

Ratchet smiled a bit. Everyone started to go their separate ways from the room. Bulkhead, Prowl, and Jazz started to store the energon. "I'll leave you to rest," Optimus said, one of the last to leave. Gadget was the only one to stay.

"So... What happened with Megatron?" Gadget asked curiously.

"I managed to catch him by surprise, but then he easily stopped me."

"Really? Did you dent his face? Or dislocate an arm?"

"...No... I punched him in the face. He bled a little."

"Awesome! I mean...uh...that was stupid... Sorry... I shouldn't be condoning it..."

"We all want to stop him and we all have reasons for strongly disliking him..." He sighed heavily, looking off to the side. "Only Optimus is strong enough to stop him."

"And it's HIS job to face him," Gadget agreed. "That's still cool though. Wish I could have said some choice words to him. If it weren't for the Decepticons, I would be living happily with my mother and maybe a good father."

"But then you wouldn't have met Wheeljack. He IS a good father. Besides, you might not have chosen the Autobots. Or met Bumblebee or any of the others."

"Yeah, you're right. I DO want to be like Prime...hoping for peace and believing that a Cybertronian can change..."

"Gadget?" asked a small voice. "Is it okay if I come in?" Gadget couldn't help but smile.

"Yes, youngling." Melissa walked in and came over to her. Ratchet watched her from the berth.

"Ratchet, are you okay? I heard that you faced Megatron."

"It was a bad idea. No one, especially you and the children, should go after him. I should have waited for Optimus and the others instead of going by myself."

"Okay. I don't think I want to go after him anyway. From what I hear he's pretty scary."

"In a way," smiled Gadget as she helped Melissa sit in her lap.

"So, you got beat pretty badly. I give you points for being brave enough to do it."

"I wouldn't call it bravery. More like chemically-induced stupidity," he admitted. Melissa smiled at him.

"You're a great person, Ratchet. You and Optimus are pretty cool, watching out for all of us."

"It's part of the job."

"It's the Autobot way," smiled Gadget. "Listen to us, chatting your audio's off. You should be resting. Promise you won't leave Medical if I leave you alone?"

"Doctor's orders," he joked. Gadget laughed.

"Alright, old timer, that's enough. Get some rest," she said as she stood, putting Melissa on her shoulder. She left the Medical Bay, turning down the lights. Ratchet sighed as she disappeared from the doorway and down the hall. He looked at the dark ceiling before closing his optics and deciding to get some sleep.


	7. Chapter 7

Disclaimer: All Transformers characters belong to Hasbro. Any made up characters were created by me.

Summery: Transformers Prime Universe. Set in season one, following the episode cannon loosely. Arcee discovers a secret about her past and has to learn to live with it. Can she move forward to a peaceful future?

"blah" – Normal human speak  
>"<em>blah<em>" – Cybertronian speak  
><em>blah<em> – thinking  
>'<em>blah<em>' – Comm. Speaking  
><strong>'Blah'<strong> – text message  
>-<em>blah<em>- - Bonded talk

Shadows of the Past

By Yami-Yugi3

Chapter 7

Prowl came around looking for Optimus. He found his leader in the command room. "Prime, sir."

"Yes, Prowl?"

"I wasn't joking about a brig."

Optimus turned and looked at him. "Is it really something you want?" he asked flatly.

"Sir, I believe it will make this base more efficient if we have one."

"We haven't had need for one, Prowl. All of us have acted with good conscience and everyone is quick to heed my authority."

"But what if the twins show up?"

"I haven't heard from them in a long time. I don't think you'll have to worry about them."

Prowl sighed sadly, his door wings lowering a bit. "But sir..."

"Aww come on OP let Prowler have his brig." Jazz said as he pop his head into the room.

Optimus sighed. "You aren't going to let this rest, are you?" he asked Prowl.

"Sorry sir...I guess I've been used to it for so long..."

The Prime smiled. "Very well, if it will make you happy."

"Really sir?" Prowl said a surprised.

"Really," he smiled.

"Thank you sir. I know a perfect place for it."

"Oh?"

"There's a room on this base not being used for anything so it will be a good place."

"Very well."

Prowl couldn't help smile. "Thank you again sir." He only nodded with a smile before going back to the computer screens. Prowl then headed off to start working on his brig.

Jazz stood next to Optimus. "That was nice of ya OP." he said with a smile.

"It will give him something to occupy his time."

"I guess so." Jazz said "I believe Prowler feels a bit more at ease if there was a brig close by. Not sure if he will use it or not but..." Optimus only smiled. At that time their human friends wonder what Prowl was doing going back and forth carrying lots of metal and stuff.

"Arcee...what he's doing?" Jack asked.

"Prowl's building a brig."

"A brig? Are we in trouble?" Melissa asked, knowing what one was used for.

"No." Arcee said "He just feels at ease if there is one near by. Jazz told me before the war Prowl was an Enforcer."

"So he really was a cop bot?" Miko asked.

"Yeah. I remembered when ever Sideswipe or Sunstreaker cause trouble he would put them in the brig, like a time out for them."

Arcee smiled a bit. "He would also put any mechs in there if they were hitting on me. Cliffjumper was always one of them." Melissa laughed.

"So...no one is in trouble?" Miko asked.

"No," smiled Arcee.

"That's a relief," said Melissa.

"So, does he want some help?" Jack asked.

"He probably don't want any of you to get hurt."

"Oh, alright."

"How did he become an Autobot?" Rafael asked.

"When the Decepticons destroyed Praxus."

"Awww..." Melissa sighed. "A whole city...destroyed...people killed... I...He must have been so upset."

"Jazz told me he was one of the survivors."

"Wow. So you all have been through a lot, haven't you?" Melissa asked.

"Yeah."

"Gadget's told me stories...Ratchet too... So...do you have any peaceful times? Or happy memories? Has it always been war?" Melissa asked out of longing and sympathy.

"There was peace for a long time…but Megatron had other plans… OP wanted a peaceful transition to freedom, but Megatron wanted tyranny…" sighed Jazz. "It's been war ever since then…"

"…I thought so…" Melissa sighed sadly.

"Even though it's been brought here, you've got us to help," said Jack.

"Oh yeah! I want to kick some butt!"

"We can't do THAT much, Miko," Melissa corrected. "We're puny humans to those 'Cons. We have to fight carefully."

"Besides," Rafael said, "there's plenty we can do here to help."

"Right, where you're safe," said Arcee. "Although, I know you all can hold your own."

"And I can keep an eye on them when the fighting gets tough," Melissa smiled. "With Jack to help," she added as she looked at him. "You're a pretty serious guy and we'd need that too." He smiled back at her. "See? We make GREAT allies."

"And friends," smiled Wheeljack as he came into the room. "What's going on? And what's Prowl building?"

"A brig to keep everyone under wraps when they're grounded," sighed Miko.

"Oh… He's used to having one around. There was on Cybertron. Being second in command, he helped keep 'Bots out of trouble."

"…Please tell me he's not as bad as a cop or a teacher…or worse…a principal…"

"Miko…I'm sure it was just to keep everyone in line, mostly for their safety. Besides, a little discipline doesn't hurt," Melissa said. Jack agreed.

"Miko, he's not ALL hard core. He has a soft side to him, just like Prime," Arcee smiled.

"Of course he does," agreed Wheeljack. "Anyone seen my daughter?"

"I think she went to check on Ratchet and keep Prowl away from Medical so he's not bothered," said Rafael.

"Thanks, Raf. I'll go see if I can find her."

* * *

><p>In Medical Bay, Gadget was checking some files and making updates while Ratchet rested. She felt like she needed to pick up the slack for the few days he was going to be out. She also ran a few more tests on the synthetic energon. She studied a few more slides and recorded the data. She also did physical tests on a few spare parts. She noticed Prowl trying to come in for more supplies. She ran to the door. "Prowl, I told you, no. Not while teacher is sleeping. He needs his rest. The faster he recovers the better. What if Optimus or the others need me? I can't be a medic AND a scout at the same time."<p>

"But I just need a few more things."

"Then I'll get them for you. Stay at the door." She left to the supply closet to get what Prowl wanted. "Here, Prowl. Now please stay away unless you're hurt."

"Thanks," he said as he rushed off to finish the brig.

"So, you HAVE been hiding here," smiled Wheeljack.

"…Yeah… Hi, father. Why were you looking for me?"

"Because. I guess I'm just itching to do something since I'm so used to exploring the galaxy."

"…Yeah," she smiled. "Well, I can't spar or hang out right now. I've elected myself to take over while Ratchet's out on bed rest."

"Need help?"

"Not really, but if you want, you could clean up my research. I've already stored the data. I just need to clean and put away the equipment. Be careful though."

"What were you playing with?"

"I was finishing up some research on the synthetic energon. Make sure to store it and clean the equipment properly. Whatever you do, father, DO NOT drink it or take it yourself. I'm going to wait until Ratchet's better before we get permission to do small dosage tests on one of us."

"So, you're ready for a lab rat, huh?"

"Yeah, but we want to ask first. So don't even think about it."

"I wasn't…"

"Don't you give me that look," she glared. "I know that look. DON'T DO IT. It has a chemical-hormonal influence on Cybertronian systems. I don't want you turning into a young, sword slinging punk."

"Alright, alright… I won't, engineer's honor," he smiled.

"Good." She watched him go over to the work station and start cleaning up. A few slides clinked together and some glass containers banged. "Quietly, dad!"

"…Sorry…" She sighed as she went to check on Ratchet. She checked him over and saw that his energon levels were back to normal. She took off the IV and cleaned up the equipment before checking on the hole in his chest. It was starting to heal but she helped by patching it up anyway. She was about to let him finish resting but she noticed him starting to stir.

_He was buried under thousands of dark energon zombies, unable to breathe or fight his way through. He could hear Optimus calling to him, but he just couldn't reach him. He slashed his way through, seeing Optimus and Megatron go at it. He rushed to help him. 'I'm coming, Optimus!' He raced up the cliff to him. He helped Optimus push Megatron back and stop his undead warriors. A sudden surge of power came over him. 'Let me handle him, Optimus. I can take him down!' he yelled as he pushed Optimus out of the way. He felt so much younger and stronger. He also felt…angrier… 'I'll kill you, Megatron!' he said as the two fought it out. He had the upper hand over Megatron before the Decepticon leader punched him hard in the chest. It was a fatal blow as he fell down from the cliff, green energon leaking out. Optimus didn't reach to save him, only looked at him with deep disappointment._

"Ratchet…!" Gadget called to him. He startled awake from the nightmare and just stared at her. "What's wrong?"

"…Bad…Bad memories…" he said, slowly sitting up.

"You've never gotten shaken up like that before, at least, I don't remember…"

"…A lot on my mind…"

"Yeah," she smiled, sitting next to him. "We all do. It's okay. Everyone makes mistakes too. Did you rest well?"

"Yes. You've been busy," he noticed, looking around.

"Yeah well…I decided to test your theory about being in charge."

"I told you, you could do it."

"I'm starting to realize that. I took the liberty of finishing up the tests on the synthetic energon. Once you're back to full health, we can ask Optimus if it's okay to start testing on each other. It would be small doses of course, nothing like what you tried."

"I don't want to make that mistake again." He shook his head, shaking off the remnants of the nightmare.

"You won't. You're not stupid. Besides, I think you were just desperate and upset. We all seem to be having a hard time keeping our emotions in check huh?"

"I suppose…"

"Well, since you're awake, want to take a walk around? I don't think you're strong enough to drive yet, but I know you're probably going to get bored soon."

"Be careful, you're starting to sound like me." Gadget laughed.

"I doubt I'll be mad with power anytime soon," she joked. Ratchet only smiled a knowing grin. She helped him stand up off the berth. "Father? Keep an eye on things. Ratchet and I are going for a walk."

"Alright. I promise, no touching things."

"You promise?" Gadget asked, looking at him as he put the last of the clean equipment away.

"Cross my spark, sweetspark." Gadget just smiled and turned up the MedBay lights before leading Ratchet out.

"Hey Ratch, felling better?" Jazz asked when the group saw the two.

"Much."

"But he still needs to take it easy for a few more days." Melissa could only smile. Ratchet heard the sound of banging coming from the room next door.

"What's going on in there?" he asked.

"Prowl's building a brig." Arcee said.

"Oh, I forgot to mention that," Gadget smiled nervously.

"As long as he doesn't break anything, it's fine. I'm sure he feels more comfortable having one. We had one b-..."

"We know, back on Cybertron," Miko said, rolling her eyes. "We've heard."

"How about that walk around the base?" Gadget smiled, leading him away.

"Try and keep them out of trouble," he called over his shoulder mostly to Arcee and Jazz.

"Trouble? Us?" Miko smiled.

"They're not trouble," Melissa agreed. "We'll be fine."

"I'm sure," Ratchet said as they left. He couldn't help but smile.

"I knew you were a softie," Gadget giggled.

"They've become like family..."

"Oh yeah," Gadget smiled. "I've only known Melissa for a week, but...the bonds are there."

Ratchet nodded. "Where are we going?"

"Wherever you want as long as it doesn't involve driving." Ratchet stepped in front of her and led her down some unknown halls. "Okay, now I have to ask YOU. Where are we going?"

"Just walking. I never have been through this entire base. Maybe we can find some uses for the extra rooms."

Gadget got an inventor's smirk on her face. "Alright..." Ratchet smiled back at her. They kept going down the halls and exploring the rooms. They found an old room deep in the base and went inside. It was very dark and dusty. "Looks like this hall of rooms hasn't been used in ages..." Gadget said as she started exploring. Ratchet scanned the area too. They started rummaging through the few, old, dented boxes they found. "Wow! There's some really old stuff down here!" Gadget said in excitement.

"Hummm the humans that used this base before must have left it."

"Yeah, but we could probably still use some of it." She came out from digging in a box with some scrap metal in her hand. "See? Spare parts, once we refurbish it all." A clinking sound of metal across the floor sounded behind them. At first, Gadget though nothing of it. Then the sound came again, closer. "...Ratchet...what was that...?"

"What was what?"

"Ssshh! There!" The sound came again and he turned around to see a flash of steel with small, blue optics.

"...We're not alone..."

"No... It can't be! You said you got rid of them!"

"We did...but maybe a few escaped down here. Watch out."

"Oh...Okay..." Gadget sighed, getting a bit nervous. She started organizing the left over junk into boxes of usable stuff. Ratchet started doing the same with his boxes. Both kept an optic on the area around them. Gadget jumped when she heard the sound again. She took a deep breath before going back to the boxes. Then, a scraplet dashed across the floor and pounced on Ratchet, teeth bared. "ACK! Ratchet!" Gadget freaked as ran over. She took the big piece of steel she was holding and knocked it off. "BACK! Get back you disgusting bug!" she cried as it tried to come after her. Prowl, who was done with his brig, hand raced towards the room to see what was happening.

"Gadget! Be careful! Don't let it climb up!"

"I'm trying!" she squeaked, batting it away whenever it tricked to climb on her. She kept trying to hit it with the piece of steel. "Stand still...slag you...ACK!" she cried as it started eating her leg. She tried to shake it off, waving the piece of steel at it.

"Stand still a minute!"

"Get it off!" Ratchet succeeded in punching the scraplet off her leg. It started to go after him. "Die you vile bug!" she exclaimed, smacking it on the head. It tried to regain its footing, but she kept hitting it. "BE GONE WITH YOU!" she huffed as it smashed into pieces. She tried to steady her intakes.

"What's going on in here?" Prowl asked as he finally arrived.

"Are you alright, Gadget?"

"Yeah. Minor damage, that's all. Please, tell me there's no more."

"I'll make sure. Prowl, help me check thoroughly for scraplets down here."

"Scraplets?"

"Yes, scraplets," Gadget spat back in reply.

"In here?" Prowl said, now very over cautious.

"We got rid of almost all of them, but they were here. We discovered a trap and accidently released them, not knowing until it was too late. I want to make sure it was just the one that got away down here," Ratchet explained.

"That would be wise. They do breed like turbo-rabbits." Prowl said.

"Gadget, you stay here. Let us know if any come to you."

"I'll be ready," she glared, brandishing the big piece of steel. Prowl bravely walked deeper into the room, his shoulder mounted cannons at the ready as he held a blaster in one hand. He kept his door wings high, only to try and protect them if there was another scraplet around, but also to detect any movement if there was one in the room. Gadget looked around too. "Alright, this room's clear. Let's look down the rest of the hallway," said Ratchet. Gadget watched them leave, standing guard.

"...Are they okay?" Melissa asked worriedly. "Prowl left in a hurry and Gadget and Ratchet have been gone awhile..."

"I'm sure it's fine. My mother can handle anything."

"Yeah, I'm sure it was just some earth bug Red had never seen before," smiled Jazz. They heard a commotion.

"Should we be worried?" asked Jack. "It sounds like they're battling 'Cons down there."

"Let us go check it out. We don't want you in any danger."

"But we can help! Right, Jack?" Melissa protested.

"...That depends on what's going on."

"Let me and Arcee see what's going on."

"I'll keep you all company."

"_**-computer noises-**_"

"Alright. We'll stay up here with Bumblebee and Bulk," said Miko.

"Come get us if you need our help," said Jack. "Hopefully it's nothing major." Arcee, Jazz, and Wheeljack headed of to see what was happening.

"There... That's the last one..." sighed Prowl.

"And that's the end of the hall. We're clear. There's absolutely none left." They turned and headed back towards Gadget. She had calmed down and went back to going through the boxes.

"Gadget? You alright?" Ratchet asked as he entered the room.

"Yeah. They gone?"

"Yes. Each and every last one is gone," said Prowl. "We can all relax now."

"What happened?" Arcee asked when she, Jazz, and Wheeljack arrived.

"It sounded like you guys were fighting 'Cons." Wheeljack said.

"Worse, scraplets." Prowl said.

"What? I thought we got rid of them."

"Apparently a few of them hid down here. They're most definitely gone now," Ratchet said.

"Are you okay Prowler?" Jazz asked now worried if his mate was attacked by them.

"Yeah, I'm fine. Minor injuries."

"Gadget?" asked Wheeljack.

"I'm fine, father, just minor injuries."

"Well, looks like everything's okay then. We should get back to the humans. They were worried," said Jazz.

"Actually, we could use some help getting this stuff upstairs."

"What did you find, Gadget?" Wheeljack asked.

"Scrap metal we can use for spare parts and some old books."

"Sure thing Red." Jazz said with a smile. So, with their help, the managed to lug the boxes up into the supply closet.

"Wow! You found a lot of great stuff down there," Melissa observed.

"Yep. We're okay."

"That's great," said Jack.

"What are you going to do with it all?" Miko asked.

"Clean it up, remake it into spare parts we can use to fix things," smiled Gadget.

"Awww I thought you were going to make something cool."

"Maybe," smiled Wheeljack. "What did you have in mind?"

She shrugged. "I dunno. Something that ROCKS," she smiled.

"Alright..."

"I think we can figure something out," smiled Gadget. Miko smiled more. They continued towards Medical.

"They didn't hurt ya wings at all Prowler?" Jazz asked again.

"A little." Jazz took a closer look at his mate.

"...I'll be okay, Jazz..." Prowl smiled.

"Are ya sure?"

"Yes, Jazz. Once we're done, I'll come to our room."

"Okay Prowler." Once the boxes were put away, Ratchet tended to everyone's injuries. Prowl was first. Ratchet slowly fixed up the scratch up door wings.

"Alright, Prowl."

"Thank you Ratchet." Prowl said.

"You're welcome." He moved over to Gadget as Prowl got up to leave. Prowl then headed back towards his and Jazz's berth room where Jazz was waiting for him.

"Hey, Prowler," he smiled.

Prowl smiled back at him. "See, I'm okay Jazz."

"Why don't you come rest and I'll make you feel better."

"Jazz, that's okay."

"No, let me do it."

Prowl was unsure. "Please, Prowler?" Jazz begged with a sweet face.

Prowl sighed. "Okay." Jazz led him to the berth and they laid down. He started rubbing Prowl's wings. Prowl sighed in content. Jazz smiled.

"See, I was right Prowler."

"...Yeah..." he smiled. Jazz's smile got bigger. Prowl smiled, liking the attention from his mate.

* * *

><p>Back in Medical, Ratchet was finishing Gadget. "Well...at least it wasn't as bad as last time. Be glad you weren't here."<p>

"...Yeah..."

"Well, that's it."

"No it's not," Gadget smiled. "What about you?" she said standing up.

"I guess you are right." She smiled and started patching him up.

"What did you ever do without me?"

"We survived…but I did miss having you around." She smiled.

"Alright. Now what?"

"Mind if I check over your results for the synthetic energon?"

"Sure," she smiled as she led him into his office.

* * *

><p>In another part of the base, Wheeljack was working on his secret project for Miko. He had some of the items they had found scattered around the make-shift lab. "I know they'll both like this."<p>

"Like what?" Rafael asked as he and Bumblebee entered. Wheeljack looked up at them from his work.

"So...you found me."

"_**-computer noises-**_"

"Well...if I tell you...you CAN'T tell Miko or Bulkhead. It's a surprise for them." Both nodded.

"Melissa and Jack have both Miko and Bulkhead busy in a study session for school. We've got a few quizzes and a test in our classes next week."

"I'm sure Melissa has some tests she's studying for too. You all can learn a lot from each other. I know I'm learning a lot about Earth since I came back here."

"Yeah, but we love learning about Cybertron too."

"_**-computer noises-**_"

"Oh, right. Well...I'm making Bulk a guitar to play with Miko." The two could see an almost complete frame with some piano wires lying around.

"Bulkhead can play?"

"Not really. I'm sure Miko can teach him."

"And I'm sure Miss Jackson and I can give him some pointers," smiled Gadget as she came in. "So...you found a lab huh? Going back to pre-Wrecker days huh?"

"...Maybe... Say, where's Ratchet?"

"Sleeping again. After we went over the synth en. research, he was getting tired again. Fighting the stray scraplets must have taken a lot out of him. He still needs to rest up for another two days or so."

"Well, want to help me make this into a lab?" Wheeljack joked.

"...Yeah sure..." Gadget replied. The two just smiled. "Well, want some help? I think Ratchet will be alright. I'll know if he checks himself out of Medbay."

"That might be fun," Wheeljack smiled.

"Is it okay if Bee and I help? We might know more about guitars."

"Sure," smiled Gadget. "I hear you're quite the tech whizz anyway. It takes that and a VERY strong bond to understand Bumblebee," she said with a smile towards the yellow scout. Rafael smiled. With the help, Wheeljack was able to finish the guitar. "Now all it needs is a bow," Gadget smiled.

"Where are we going to find one big enough?"

"I saw one...in the boxes..." Gadget wandered over to one. Bumblebee beat her to it.

"Good optic Bee," she smiled, taking the large, blue ribbon from him. "Here we go," Gadget smiled as she tied it on the guitar.

Wheeljack smiled. "I know Bulkhead would love it."

"Yeah," smiled Gadget.

"So let's go give it to them. I'm sure Jack, Melissa, and Miko would be done studying by now."

"Yes, I'm sure," smiled Gadget.

"Then let's go," agreed Wheeljack as he took the guitar and they headed out. They went down the hall to the main room where the group of friends were.

"Oh...hi guys," smiled Melissa. "All done doing what you were doing?" she asked.

"Yep, hey Bulkhead I got something for you." Wheeljack said with a smile.

"Really?"

"Check it out!" smiled Gadget as Wheeljack handed Bulkhead the guitar. "Now you can jam with the best of them."

"After some lessons from Miko and I of course," said Melissa.

"Wow! It's huge! Just your size, Bulk," Miko smiled. "Awesome! Now we can rock together!"

"Thanks Jackie." Bulkhead said happily.

"You're welcome. I had help."

"Well...aren't you going to test it out?" Melissa asked.

"Oh yeah!" agreed Miko.

"...I dunno..." sighed Jack.

"I'm sure it'll be fine," said Raf. "He can't be too bad listening to music with Miko all the time."

"Why not?" Gadget said, going along with the group. Bulkhead smiled before he strums the strings.

A loud chord rang out, mostly on key. "Not bad for your first time," smiled Miko.

"You'll have to tune the guitar just right," Gadget said as she came over. She unhooked it from the amp and played with the strings and tuners. "There, now try again. Maybe... a B flat."

"Okay." Bulkhead said.

This time, a beautiful chord rang out. "Much better," smiled Melissa.

"Yeah, you're starting to sound like a pro. Ooo! Let's have some lessons right now!"

"Yeah, let's do it."

Melissa smiled at Gadget. "You pull up some music information, I'll coach with Miko."

"Sounds like a plan. Father? Do you mind checking on Ratchet? I want to make sure our 'lesson' won't wake him." The group practiced together and Bulkhead was sounding better.

"You are doing great, Bulkhead." Miko said happily.

There was an incoming message on the computers. "Prime? Are you there? It's Agent Fowler. Prime?"

"What is it Agent Fowler?"

"The Cons are trying to steal some high tech again."

"Optimus...I think you should look at this," Wheeljack said as he pulled up some information on Cybertronian lore. Optimus had came and stood next to Wheeljack before looking over the data.

"The planetary alignment of the prophecy is happening right now with Earth at its core. That can't be good... Something's gonna happen..."

"I know this prophecy. I fear Megatron might take it personally and force it to happen in his favor."

"Prime, we need your help at our facility or the Cons are gonna get the power generator."

"I'm headed to that location right now," Optimus replied.

"You want me and Jazz to come with you?" Prowl asked as he came into the room.

"We could use all the help we can get."

"Then I'm coming too," said Gadget.

"You know I'm coming," said Bulkhead.

"Be...Be careful..." said Melissa.

"Autobots, Roll Out!" With that the small group went through the ground bridge.

"Jackie?" Melissa asked as her and Jack came over. "What's the prophecy?"

"Well..." Wheeljack said "Its written the Covenant of Primus that when 47 spheres or planets align that a perpetual conflict will bring upon the world forged from chaos and the weak will perish in the shadow of rising darkness."

Jack was speechless. "...Oh...Oh crap... Megatron...he thinks he's the rising darkness?"

"He might, knowing Megatron."

"...Great..."

"Optimus has a plan," said Jack.

"Yeah, we must rely on him," Melissa agreed. "Miko, Raf, you two alright?"

"Yep, we're fine." Miko said.

"Actually, we all should be getting home. It's late."

"Good eye, Jack. Gadget and Bulkhead are gone though."

"I can take you and Miko home," smiled Wheeljack.

"-computer noises-"

"Okay, Bee." Bumblebee transformed and let's Rafael inside. Wheeljack did as well, letting Melissa, Miko and Jack in. With that, they left the base.

* * *

><p>Meanwhile, at the military facility, the Autobots were trying to stop Megatron and the others from getting the power source. Prowl was fighting it out with Barricade. Bulkhead and the others were fighting towards the Nemesis.<p>

"What's the matter Prowl?" Barricade smirked "You're fighting me with such force."

"Why don't you take a guess?" He just smirked as they continued fighting them off.

"Autobots! Don't let them get away!"

"Did any bot see where Megatron went?" Jazz asked.

"He's...he's not here..." observed Arcee.

"Keep an optic out for 'im," said Bulkhead.

* * *

><p>The Nemesis was a few miles away, making its way towards the base to collect the power supply. "Sir, we've acquired the power supply, but the Autobots are here as well." Megatron growled at Knockout's message. "Get the power core ready for pick up! I will make sure it arrives myself!" With that, Megatron transformed and flew off towards the Autobots. At the same time Bumblebee was taking Rafael home.<p>

'_Bumblebee,_' Optimus said over the comm. '_We might need backup._'

'_**-computer noises-**_'

'_Oh. Well get him home safely and be careful. When you can, head towards the military base._' He had no clue that Megatron was coming up behind him.

"Well well well...we have a little bug on the road..." he smirked. He fired a dark energon blast right at Bumblebee. He started to fire upon Bumblebee who keeps on trying to get out of the way. He could only evade so many because of Rafael and he was unable to transform as well. Megatron was too strong and landed a powerful blow to Bumblebee. The dark energon that flow through Megatron, also had power up his gun as well. The dark energon electrified Bumblebee, but he recovered from the sting. In the back seat, Rafael passed out from the evil energy. "_**-computer noises of distress-**_" Wheeljack stopped, being a few miles ahead, and backed up.

'_Bumblebee! You alright, kid?_' Bumblebee tried to explain what was wrong.

"No! Raf!" Melissa yelled.

"Looks like I squashed a Bug and exterminated a pest," smirked Megatron before flying off.

"Come back here and fight like a mech!" Wheeljack called after him. Megatron had gone, not hearing him. Wheeljack made sure the coast was perfectly clear before letting the children out and transforming. He ran over to check on Bumblebee and Rafael.

"Oh no..."

"Raf!" Miko and Jack cried.

"...Rafael..." Melissa said as she went inside and took him into her arms.

"You okay, kid?" Wheeljack asked Bumblebee.

"_**-computer noises-**_"

"We'll get Raf help. '_Base this is Wheeljack! We need help! Send us a bridge!_'

'_This is base,_' said a familiar voice.

'_You felling better Ratchet?_' Wheeljack ask, surprised to hear his voice.

'_I'm fine. What's the emergency?_'

'_It's Bee's human friend. Megatron shot Bumblebee with dark energon while Rafael was in him._'

'_WHAT? Is he...?_'

'_No, but he might not make it. What should we do?_'

'_I'll need Gadget's help. I'm bridging you all to base now._' He ended the comm. link and transferred to Optimus and Gadget.

'_Base to Optimus._'

'_Ratchet? Are you feeling better old friend?_'

'_Yes but we got trouble._'

'_What kind of trouble?_' Gadget asked, also being patched in. _'You should be resting._'

'_I'm just fine. Besides, one of children is danger._'

'_What happened?_' Ratchet then explained what happened.

'_Everyone get back to base! Bulkhead, you come with me!_'

'_Send us a bridge!_' Gadget said. Just as the bridge opened, Megatron arrived. Everyone of the Autobots except for Optimus and Bulkhead went through. Everyone rushed back to base. Melissa brought Rafael to Ratchet. Gadget came over to her.

"Is he...going to be okay...?" she sniffled worriedly.

"...The weak will perish..."

"...The prophecy..." sighed Wheeljack.

"Let's get him onto a berth and try to help him," Gadget said as she led Melissa down the hall and towards Medical. Ratchet followed with Wheeljack and the children.

"Prowler?" Jazz started as he noticed how quiet Prowl was.

"Why...Why could Decepticons..."

Jazz came over and hugged him. "It's okay...We follow the path of righteousness...of Primus... The light will come no matter what happens... I know Raf will be okay... It'll all work out...I promise... You have to have faith, Prowler," he said, nuzzling into him.

Arcee came over. "Mother?"

Prowl sighs again. "Sorry, it just remind me of everything the Decepticons did back on Cybertron to the ones not in the war."

"Casualties come with it," Arcee sighed as she came over and joined in the hug. "Rafael will be okay. He won't die like the prophecy says."

"I hope you are right." Prowl said "I don't like the numbers my battle computer is coming up with."

"It's more than numbers, its faith," smiled Arcee.

* * *

><p>In Medical, Rafael was placed on a berth as Ratchet examined him. "I'm glad you're better, Ratchet," Gadget smiled, trying to make light of the situation.<p>

"Thanks." Ratchet said as he worked. She only nodded as they continued to work. Bumblebee grew upset and started punching the wall. Gadget stopped and went over to him. She grabbed his fists and held them.

"Bee...Bee...Bee stop! BUMBLEBEE! Remember what Arcee and I said? We have to keep our emotion in control. Getting all worked up isn't going to save his life is it? Is it?" Bumblebee stared at her.

"_**-computer noises of distress-**_"

"I know, Bee..." she said as she hugged him. "Just trust that me and Ratchet will help. Father, why don't you walk around with him for awhile? Or take him to his room? Something..."

"Yea sure, come on Bee. Raf'll be just fine," Wheeljack smiled as he led him down the hall.

"Wrong! They're all wrong!" Ratchet yelled, tossing the tools aside.

"...We...We don't have anything that will help him... It's all...Cybertronian..." Gadget sighed.

"...I can't lose him! I...I need him..." Gadget came over and put a hand on his shoulder.

"Me too... Melissa... Doesn't one of you have a mother that can help?"

"My mom? No. Jack!"

"I'm calling her."

"Nurse Darby doesn't know the effects of energon on the human body!" Ratchet spat back, still frustrated.

"Do YOU know anything about the human body? Mom...it's urgent. We have a major emergency..."

"We don't," Gadget answered. "Ratchet, we need help."

"...I was so foolish...not to learn anything of their science..."

"I don't know much either. It'll be okay."

"Raf will make it," Melissa said, trying to be strong.

* * *

><p>On the Nemesis, Bulkhead and Optimus had secured the power supply. "Bulkhead, go back to the base I'll handle Megatron." Optimus said.<p>

"What? Why?"

"I must take Megatron on my own."

"But Optimus..."

"I've come to the conclusion that his tyranny cannot continue. Megatron must be stopped, at all costs," he said sternly, clenching his fists. "He must be destroyed."

Bulkhead was hesitant at first, but left Optimus to his devices. "Alright, I'm bridging back." With that, Bulkhead left. "I am here for Megatron and Megatron alone. Stand down and be spared." The vehicons didn't back down. Optimus sighed before gunning them down.

"Megatron, I'm here on your ship."

"Optimus... Anyone who lays a hand on Optimus Prime will have to answer to ME. Soundwave, create a bridge to my location and let him meet his destiny." Soundwave did what Megatron had told him and opened a bridge for Optimus. Optimus went through and found himself at a volcano that was acting very strangely.

"Optimus Prime."

"Megatron, your reign ends here. Only one of us will be left. One shall stand..."

"...and one shall fall," Megatron smirked. The two jumped into battle.

* * *

><p>Back at the base, June was working on stabilizing Rafael while Ratchet and Gadget watched nervously. Bumblebee was very worried, he wanted to do something. "Jack, help me get Raf to the car. I have to get him to the hospital now." She started wheeling him out.<p>

"You don't know how to treat energon interactions with the human body."

"If I don't get him stable, he is not leaving alive. Do you understand me?!"

"...Curse my Cybertronian pride..."

"It's alright, Ratchet," Gadget soothed as she put a hand on his arm. "Let's let Nurse Darby work." She managed to get him out of critical condition. She sighed, unable to do anything. Ratchet scanned him one more time.

"What can we do? The energon...wait... I'm not getting any readings... That's it!"

"What's...? Oh! It's DARK energon!" Gadget finished, knowing his theory. "We need energon and we need it now," Gadget said to Arcee and Bumblebee. "Anyone want to volunteer? Quickly!" Bumblebee practically jumped at the opportunity. She went to work collecting some from him.

"I thought you said the effects of energon the human body were BAD?" June questioned.

"It can cancel the effects of dark energon with out hurting the little dude." Jazz said from near by. Gadget and Ratchet stared at him for a moment. "What? I know stuff sometimes."

"Hello?" June demanded.

"Yes, June, Dark Energon SHOULD cancel out the Dark Energon plaguing his body," Gadget answered, inserting Bumblebee's donation into the proper connection. Ratchet powered up the infusion chamber.

"I need him over here," he ordered, pointing inside it. Nurse Darby and Jack wheeled him inside. Ratchet sealed the chamber and started the infusion. The chamber glowed with a blinding bluish light. Everyone waited, and praying it would work. Once the light died down, everyone watched in anticipation as Gadget wheeled him out. Rafael slowly and weakly opened his eyes.

"Pulse, stabilizing," June smiled. Miko and Melissa went over and hugged him tightly.

"Bee?" The yellow scout came over and reached out a hand to take Rafael's. Prowl looked quite happy and relieved as Jazz hugged him with a huge smile on his face.

At that moment, Bulkhead returned. "Where's Optimus?" Prowl asked when he saw him.

"He told me to come back here with the power supply. He went after Megatron."

"All by himself?" Arcee said.

"You what?" Gadget asked.

"You let Optimus face Megatron all by himself?" Ratchet demanded.

"Bulkhead had followed orders." Prowl said.

"Well, he IS the only who can stand up to Megatron," Gadget admitted.

"That's OP for ya." Jazz said. The news came on with freak storms happening.

"That doesn't look good." Prowl said.

Ratchet and Gadget started reexamining the prophecy. "This isn't good at all," Gadget agreed.

* * *

><p>Over Optimus's comm. link, they could overhear their battle. Things weren't going well as the volcano erupted with a blast of dark energon. Megatron was able to sit up and stop Optimus Prime from killing him with his sword. "Dark Energon, here? Erupting from Earth?"<p>

* * *

><p>"We need to get Optimus out of there, NOW!" Ratchet ordered.<p>

"Let's lock on to his location and go!" agreed Arcee.

* * *

><p>"As I recall, you said, 'it couldn't end any other way?'" Megatron could be heard as Optimus lay on the ground. Suddenly a bridge opened up and some of the Autobots came through with weapons blazing. Megatron was about to lay the killing blow, but they had arrived and stopped him from doing so. The volcano continued to erupt, increasing his power.<p>

"Optimus! Let's go!" cried Arcee. Optimus looked back at Megatron before following his Autobots back through the bridge. "C'mon Bulkhead!" she called before Megatron could chase him.


	8. Chapter 8

Disclaimer: All Transformers characters belong to Hasbro. Any made up characters were created by me.

Summery: Transformers Prime Universe. Set in season one, following the episode cannon loosely. Arcee discovers a secret about her past and has to learn to live with it. Can she move forward to a peaceful future?

"blah" – Normal human speak  
>"<em>blah<em>" – Cybertronian speak  
><em>blah<em> – thinking  
>'<em>blah<em>' – Comm. Speaking  
><strong>'Blah'<strong> – text message  
>-<em>blah<em>- - Bonded talk

Shadows of the Past  
>By Yami-Yugi3<p>

Chapter 8

Once back at base, Ratchet and Gadget went over to Optimus to check him over.

"What happened sir?" Prowl asked.

"Dark energon..." he said as the two medics checked him.

"Megatron has a piece inside him right? So, the blood of Unicron must give him power because of that. I'm sure you almost had him," Gadget smiled.

"Why would dark energon be on Earth?" Jazz said. Ratchet went over to the computers to research it.

"I don't know...maybe the prophecy? It's the blood of Unicron...I...I'm not sure how so much is here..." Gadget sighed. "Alright, you're fine, Optimus. Just be careful until the dark energon poisoning wears off."

"Unicorn?" Miko asked, confused.

"They said, UniCRON," Melissa corrected. "He's some big bad evil guy right?"

"Yes," Gadget said. "He was the original Decepticon if you will. He was part of the original thirteen Primes, the ones who were on Cybertron as our guardians, fore fathers. Primus, our Creator, became one with out planet to rest after battling Unicron for so long. He was the ultimate evil, Primus's opposite." The children nodded.

"...It...It can't be..." Ratchet said.

"What?" Gadget asked.

"The blood of Unicron is here because...the Earth is pumping it..." He turned the data readouts into an audio file. Everyone was amazed as they could hear a heartbeat.

"A spark?!" Gadget exclaimed.

"...Unicron...he...he must be Earth's core."

"What? How?" Melissa asked. Even Prowl looked confused. Optimus sighed and began the long explanation. Everyone fully understood afterwards, but some were amazed about how it could happen. "So...Unicron is waking up from his nap in our planet's core?" Melissa asked, trying to confirm. Optimus and Ratchet nodded. "That's not good..."

"Megatron? Unicron, a lethal force? I'm getting Raf out of here."

"But mom..."

"Rafael needs to be checked out by REAL doctors and his REAL family needs to know what's happened. You children need to worry about school and your lives, not about surviving these freak storms and some alien war."

"I'm not a child," Melissa glared.

"You're still just a college student."

"This could mean more than just our lives, mom. It could mean the survival of everyone's."

"I'll let my mom know what's happening. She trusts me. I'll stay here with my partner. I know she can protect me."

"Yeah, I'm not going. I'm especially not riding in a non-transforming vehicle."

"Miko..."

"You're not my mom."

"Miko, you should-..."

"You're not either," she glared at Bulkhead.

"I AM yours, get in Jack and let's go. These children will NOT be coming back."

"Mrs. Darby, I understand the need but it's still dangerous out there." Prowl said.

"Mom...I'm sorry, but I'm staying..." June glared at her son before locking Rafael in the back seat. He tried to call Bumblebee's name and say goodbye as she got in.

"Ratchet, activate the ground bridge," Optimus said sadly.

"No thanks," June called from inside the car before speeding out of the base. Rafael started to cry in the back seat. Bumblebee looked upset too.

"...She...reminds me of my mom a little..." Melissa sighed. "She can be overprotective too..." Her phone rang. "Speaking of..." She walked away to explain everything and let her mother know she would be safe with the Autobots. Prowl was still worried. "Its still unsafe." he said.

"She's made her choice," Optimus sighed.

"I almost forced Melissa to go with her..." Gadget admitted.

"Nah, Red. She'd be safer here with us. Especially since we've got OP." She nodded.

* * *

><p>Outside, June was driving Rafael home as a lightening storm picked up. Rafael was still upset that he couldn't stay with the Autobots, or with Bumblebee.<p>

A lightening bolt struck so he started counting. "You alright, Raf?"

"Yeah."

Thunder struck and he stopped. "Counting the lightening huh?" she smiled. He nodded as they continued.

"What's that?" he asked as he noticed something in front of them. Lightening started landing sporadically around them. One bolt hit the car, frying it and sending them into a telephone pole.

"Are you okay, Raf?" June asked.

"Yeah, I'm fine. Whatever that was in front of us, is getting closer."

"Oh no... a twister." She frantically tried to start the car. "Come on..." The twister was coming closer and her car still didn't want to start. "No no no... Come ON..." The twister started pulling on the car. Suddenly, coming towards them at top speed, was Bumblebee. He grabbed their car and stopped it from being sucked up.

"_**-computer noises of pleading-**_"

"Bumblebee wants us to get into his hand!" June didn't hesitate as the two climbed out of the car. Bumblebee tried to keep hold of the car as they tried to reach him. They made it to his hand before the tornado took the car. Rafael reached out, hoping June made it. She managed to appear on the hood that Bumblebee was still holding. He quickly held them close to his chest and transformed, buckling them in. He raced back to base.

* * *

><p>Everyone was waiting when he came back. June looked embarrassed as she and Rafael got out of Bumblebee.<p>

"...We're back..." she smiled sheepishly.

"We were worried." Prowl said.

"I'm glad you're all alright."

"Miss Darby? Raf? I thought you two left," Melissa said coming in.

"We nearly got caught in a tornado." Rafael said.

Melissa gasped. "Oh my goodness!"

"Well...I can see that it's safer here...with the Autobots," June admitted. "Jack?" He came over to her.

"Mom I'm..."

"Me too," she smiled. "But you're grounded until you're thirty...twenty-five."

Prowl looked confused. "But won't he be an adult before then?" he asked "Logically..."

"I think she's joking," smiled Arcee.

"Prowler, don't crash on us okay." Jazz said.

"I won't." Prowl said as he smiled at him.

"So...now what? We wait this freaky thing out?" Melissa asked.

"No," Optimus sighed. "Unicron must be stopped before he destroys your world from the inside out."

"How...?" Miko asked.

"Is there some way to dig him out?" Gadget asked. "I mean, he IS Earth's core but..."

"There must be a way." Prowl said.

Optimus was silent. "You don't know, do you?" June asked. He shook his head with a heavy sigh.

"...Ratchet..." the Prime started as he got an idea. "Scan the area and try to find an area where Unicron might be close to the surface."

"Optimus... what are you going to do?" Gadget asked.

"Try to find him and determine the best course of action."

"Are you crazy? This is the Chaos Bringer himself!"

"I know, Gadget, but we can't allow him to destroy so many innocent lives...or the planet we both call home."

She conceded with a sigh. "I found an area," Ratchet said. "Opening a ground bridge now."

"Be careful sir." Prowl said.

"I will," he said before disappearing through the bridge.

* * *

><p>Once there, he surveyed the area. "You were right, Ratchet."<p>

'_Optimus! I'm getting a spike in Unicron's spark activity. Proceed with caution._'

"Understood." Just then, a huge manifestation of Unicron himself appeared from the rock, created by the rock.

"I'm sure you know me, disciple of Primus."

"Unicron, the Chaos Bringer."

"Good," he smirked. "Now know me as...you're Destroyer!" The two battled it out before Optimus surrendered. "What is this?!"

"I come before you with a plea, Lord Unicron," Optimus said as he knelt down.

"Speak quickly."

"I come before you, not for myself, but for this planet and its inhabitants. The unique race of Humans inhabits this Earth. They rely upon you for resources and life. Your full awakening would only destroy them."

"You consider these humans my progeny? Well...I consider them insects! Parasites! They too shall perish once I finish you!" He attacked Optimus but Optimus fought back. Unicron got some close shots in, but in the end, Optimus destroyed him. Then more Unicrons appeared in his place.

"You cannot beat me, disciple of Primus!"

* * *

><p>"Optimus is in trouble, let's roll," Ratchet said as he turned to activate the space bridge.<p>

'_No! His target is me. Stay back!_'

"You can't hope to take on so many!" Gadget protested.

"This is not a sound strategy." Prowl added.

"I say we go anyway," Arcee agreed, hearing their Prime in distress. Ratchet sighed.

"Go! Go now!" he said as he opened the ground bridge.

* * *

><p>The group went through the bridge to help Optimus. They started helping to fight off the Unicron soldiers. "It feels like there is no end to them!" Prowl said.<p>

"All we can do is just keep demolishing them!" Gadget called back.

"What are you doing here? I said to stay at base!"

"Ya clearly out numbered OP!"

"But I'm Unicron's primary target."

"Optimus, you can't hope to defeat all of them on your own. There's no way," Gadget said as she came over and helped him take one down. "You need our help."

"If you don't survive neither will this planet or the humans," Ratchet said over his comm. link. "Let them help."

"Very well." They all raced around the area, trying to destroy the constant onslaught of Unicrons. When they finally thought they were done a bigger much up to scale Unicorn appeared in front of them.

"_**-computer noises of questioning and worry-**_"

"No, Bumblebee. It's not Unicron himself, simply another manifestation."

"By Primus..." Prowl said to himself.

"Let's go!" said Arcee.

"Wait for me!" Gadget called after her as the two femmes went after it. The others joined in, trying to bring down the rock titan. They were able to get a few shots, but it caused a rock slide onto Optimus. The Unicron soldier laughed and was just about to squish him into a spare parts. A flash of purple energy destroyed the head, causing it to fall. Everyone watched.

"Bee?" Gadget asked.

"Jazz?" Prowl asked.

"Wasn't me," said Bulkhead.

"Then what happened?" Arcee asked.

"I happened." Megatron smirked from near by. He jumped off the rocks he had been standing on and came over. He went over to Optimus and put his fusion cannon hand forward. He powered up the cannon, forcing everyone else to power up their weapons. He smirked again before turning his hand over and offering Optimus help up. Optimus took it and the two walked over to the others. Optimus glanced at them and they disengaged.

"Megatron..."

"It seems we have a common enemy." Megatron said. Optimus and the others looked at him questioningly.

"Unicron wants to destroy this world. _**-I-**_ want to conquer it as mine."

"Like you did with Cybertron?" Gadget growled.

"I assure you, this time I will leave the planet fit to rule!"

"How long do you expect this alliance to last?" Optimus asked seriously.

"As long as it's mutually beneficial."

"And when our alliance is no longer necessary?"

"Then, as I said, I will conquer this Earth as mine."

"Optimus...you can't do this..." Gadget pleaded.

"Why are we aligning ourselves with Megatron?" Prowl asked. "He's made his plans clear."

"Because," he smirked. "I need Optimus...the power of a Prime to defeat Unicron."

"Then we don't need you!" Bulkhead spat.

"On the contrary. Unicron's blood flows through my body. I'm the only one who can guide you to him, hear his thoughts."

"Then we have to go with the lesser of two evils then..." sighed Arcee.

'_Aligning with a lesser evil, is STILL siding with evil,_' Ratchet growled.

Optimus sighed. "There is only one way to defeat Unicron and only one way to get there."

'_You can't ground bridge inside Unicron! Besides, that much Dark Energon will debilitate all of you. You don't have an immunity._'

"Yet another valid point for me to join you."

"...I don't like this..." Gadget said warily.

"Neither do I," agreed Arcee.

"Sir, I do not believe this is the logical way."

"The only way to stop Unicron is with the Matrix of Leadership."

* * *

><p>"The collective wisdom of the Primes?" Melissa asked at the base. "It has the power to destroy him?"<p>

"The power to stop him, yes, but not completely destroy him. If we destroy his physical form, we destroy the Earth that he has become...this very planet."

"Oh...so...it'll kill his spark?"

"Something like that," Ratchet sighed.

* * *

><p>Just as Optimus and Megatron agreed on the temporary truce, another huge rock form of Unicron started to form. "Go, I'll hold him off." Megatron said.<p>

"Ratchet, open a ground bridge," Optimus called. Megatron transformed and started shooting at Unicron. As the others went into the bridge, Optimus watched for a bit before following them.

* * *

><p>"You can't be serious about this sir." Prowl said when they got back to base.<p>

"There is no other way, unless you can come with an alternate strategy." Prowl sighed, he knew Optimus was right but he just didn't like it.

"How can you even think of letting that monster anywhere near these children after what he did to Raf?" June said.

"I agree with June," Gadget said, "but I trust your judgment, Optimus."

"He will be watched closely and only allowed to stay to get us to the core, not one second longer. Ratchet, open a bridge."

"Wait a second there Prime, aren't you worried about Megatron finding the location of the base?" Fowler said.

"By ground bridging him here directly, he won't be able to pinpoint the exact location."

"What's going to happen to you when all your Matrix energy runs out?" Jack asked.

"The power of the Matrix has not been utilized in this manner." Optimus said.

"But it's the only way to stop Unicron," Wheeljack said. "It must be done."

"Whatever happens after, we'll help," Gadget said.

"You can always count on us OP." Jazz said. He nodded. Ratchet readied the coordinates before pushing the humans into the hallway. Miko protested heavily. "I've never seen Megatron, why do I have to hide?"

"Miko!" Melissa scolded. "He's the leader of the Decepticons. He could squish us if he wanted to. This is between the Autobots and him. Why does it matter?"

"Because... I want to know what I should be so afraid of..."

"Well, you're hiding," Ratchet said sternly.

"Why?" she pouted, wanting a good reason.

"Because I said so!" Ratchet said, pushing her with the others. Miko sighed, but took her place with the humans.

"You'll be safer here. We don't want Megatron to remember who you are. He could use you as bait later on to get to us," Gadget told them. The other 'Bots waited as Ratchet opened the bridge. When it opened, Optimus stepped forward as Megatron arrived. Everyone one behind him had their weapons on hand just in case the Decepticon leader pulled anything. He grinned a little as the bridge closed behind him.

"So...this is where all the heroic action takes place...QUAINT," he smirked in mock joy. Rafael started to stir from the group.

"...Y-You...YOU!" Rafael growled as he raced up to him.

"No!" June Darby and Melissa called as they went after him.

"Ah, you're looking quite well from our last encounter, little boy. Humans...resilient," he smirked.

"Don't think we're weak, Megatron," Melissa said in a moment of boldness. "We're just as capable as the Autobots are...and we will stop you eventually...count on it." She put a hand on Rafael's shoulder and dragged him back with June and the others.

"C'mon guys, you know he's not worth it," Jack said.

"You. I never forget a face, especially that of a humans..." Megatron warned, staring Jack down. Jack stared back, remembering that time in the mine. He rejoined the others too.

Miko jumped forward. "IF YOU DOUBLE CROSS ANYONE, MINE WILL BE THE FACE YOU NEVER FORGET! NEVEEERRR!"

"Miko! Stop it!" Melissa scolded as she helped Agent Fowler pull her back. Optimus and the others watched the humans. Optimus turned to Megatron and then to Ratchet.

"Ratchet...obtain the coordinates from our guest." As the others kept watch, Megatron and Ratchet went over to the ground bridge controls. "Jack." Optimus said as he came over "Can I entrust you to hold on to something for me?"

"Yeah sure." Optimus took a shiny, intricate card like device from his subspace compartment. It transformed into a smaller, human sized version of itself once Jack took it. Melissa watched in awe at the beautiful object. "What is this?"

"It's...the key to the ground bridge power supply," he lied.

"Shouldn't Ratchet have this? Or maybe Wheeljack?"

"You have proven yourself to me and the others, Jack. I have seen leadership qualities in you. And in you as well Miss Jackson," he smiled in Melissa's direction. "Promise me you'll hold onto it," he said as he turned back to Jack. He only nodded in reply before pocketing it. Optimus then turned and headed back to the others.

"Everything is done sir." Prowl said "Still don't trust him though."

"Autobots, let's go."

"Jazz and I will stay with Ratchet and the humans." Prowl said.

"Understood. Megatron...lead the way." Gadget and the others followed.

"Be safe...all of you..." Melissa said to herself. Everyone watched as the group disappeared. They emerged on a purple, glowing walkway. The "room" they were in was a series of mechanical nerves, muscle like tissues, blood vessel passageways, and the like. The spark beat of Unicron could be heard everywhere and the entire place was pulsating with dark energon.

"We're inside evil itself..." sighed Gadget.

"So...how long until the Chaos Bringer himself knows we're here?" Arcee asked.

"Oh...he already does..." Megatron said as they walked.

* * *

><p>Meanwhile back at base the small group watches about the weird weather before the signal gave out. "Okay..." June said, trying to lighten things up "Who is up for some games?"<p>

"Okay that's it." Fowler said.

"Where ya going dude?" Jazz asked.

"To get help. I've got friends at the Pentagon."

"And what good will that do?" Ratchet said.

"Logically you cannot do anything. Optimus Prime..." Prowl started.

"You mean Optimus and Megatron." Fowler argued.

"I'm not happy with the current arrangement either, but with Optimus and Megatron together again-..."

"Again?" Rafael asked curiously.

"Megatron was an Autobot?"

"Optimus was a Con!" Miko said. Prowl looked a bit surprised, and Jazz tried not to laugh.

"Ya want me to tell them Ratch?" Jazz asked.

"I'll correct you on any details," he nodded.

"Okay cats now here's the low down." Jazz said "This happened way before the war ya dig? Before any Autobots and Decepticons."

"Even long before I met Jazz." Prowl added.

"You didn't meet Jazz right away?" Melissa asked.

"No, I joined the Autobots later on." Prowl said "But...that's another story."

"Right," Jazz smiled. "Now, as I was saying..." He continued to explain the past of Orion Pax and Megatronus. Ratchet would chime in once in a while.

"And thus the Matrix of Leadership was bestowed upon Orion Pax. He ceased to be Orion and became...Optimus Prime."

"Yep."

"So Optimus got the Matrix from Cybertron's core and he's going to give it to Earth's?" Miko said.

"Correct." Prowl said.

"What's going to stop Megatron from trying to take it again?" Jack asked.

"His reign of tyranny..." Melissa sighed. "He wants a planet to rule, ours..."

"Optimus won't let that happen," said Jack.

"No, most likely not," agreed Ratchet.

* * *

><p>As the group walks deeper inside Unicron, the dark energon was starting to take affect. Bulkhead started to get woozy. "Easy, Bulk," Gadget said as she held him steady.<p>

"We have to hurry," Arcee said to the others.

"Yeah... the Dark Energon levels down here are off the charts. We must move quickly."

"He's going to expel us." Megatron said, a little worried. Then bat like creatures started to come at the group.

"What the scrap are they?" Arcee yelled.

"Antibodies..." said Gadget. The group power up their weapons and started to fight them off. They fought their way towards Unicron's spark chamber.

* * *

><p>Meanwhile on the Nemesis, Airachnid was talking to the crew saying how odd Megatron was acting. Barricade was standing next to Soundwave not liking the way she was talking about their leader, and he was sure Soundwave didn't like it either. "Are you saying we should abandon Lord Megatron?" Knockout asked.<p>

"He has been...out of sorts recently and Earth is just a FAILED science experiment. We need new leadership. It's time to recognize a future WITHOUT Megatron."

Barricade growled. "Why you little..."

"Is that a challenge?" she smirked.

"No one talks that way about Lord Megatron," he said as he started to come near. Soundwave came in front of him and put his arm out in front. The two shared a look. Barricade nodded before letting Soundwave stare her down.

"Stand aside!" Soundwave just stare at her. "Got something to say, Soundwave?" she said. He showed her Megatron's faint signal. "And?" Soundwave jumped on her for the moment. He managed to wound her and cause her to stumble onto the floor. "I'll rip out your spark for that," she growled. When she looked at his chest, the "armor" was missing. She looked around and saw his faithful minicon, Laserbeak flying around. Laserbeak aimed at her and fired at her. The two went at it as Soundwave beat her into submission. She sighed heavily in a heap on the floor. "...I yield..."

Barricade came near, sneering at her and gave her a sharp kick. "That is what you get when say such things about Lord Megatron." She only growled weakly before slowly getting to her feet.

* * *

><p>Back at the Autobot base, Ratchet was going through the system. "It's just what I thought." he said "We are getting no signal from any of them."<p>

"The Dark Energon is interfering right?" Melissa asked.

"That or the odd interference from the anomalies around the planet."

"What ya got there Jack?" Jazz said when he saw Jack sitting near by tapping the item Optimus had gave him.

Ratchet looked over to see what Jazz saw. "Where did you get that?" he asked.

"Optimus, but I don't know why he gave me the key to the ground bridge power supply." Jack said.

"There is no key to the ground bridge power supply."

"Then what is it?"

"You are holding one of Cybertron's oldest relics. It's the Key to Vector Sigma."

"What? I shouldn't have this!" he said, trying to give it to Ratchet.

"No Jack!" Melissa protested. "Optimus gave it to YOU. He trusted you with it obviously," she scolded, stopping his hand in hers. "The question is, why would he give one of us something that important?"

"...Because Optimus doesn't plan on coming back..." Ratchet sighed.

"What?"

* * *

><p>Deep inside Unicron's body the group was getting closer to his spark chamber. "Megatron, listen to me!" Unicron ordered "Kill the Prime!" He shoved him out. "Unicron's spark is just beyond here."<p>

"And just how are we gonna get in?" Gadget protested.

"By fooling Unicron's defenses into thinking we are not a threat." The shard in Megatron's chest glowed, making the doors open up to them.

"Autobots, I leave you in charge of keeping the attackers at bay." Optimus ordered before flowing Megatron into the room. Gadget and Arcee watched hesitantly before turning to the antibody bats. Once Optimus and Megatron arrived inside the chamber, Megatron looked towards him.

"Optimus, swiftly." As Optimus tried to get close the spark's energy tried to attack both of them. Unicron once again tried to order Megatron to attack Optimus. He fought back. "No one controls me!" Optimus slowly got closer, though he was weaker now. The planet started to shake as Unicron made another push to control Megatron.

* * *

><p>"It's an earth quake!" Fowler said as they can feel the ground shaking back at the base. Prowl quietly took Jazz's hand into his own as he waited and prayed to Primus that Optimus can stop this.<p>

* * *

><p>Unicron's spark flared to life. "Foolish disciple of Primus...you cannot stop me..." Optimus opened his chest plating and weakly kneeled forward.<p>

"...Matrix of Leadership...I call upon you..." Something deep inside started to glow. Megatron fought hard enough to pass out, giving Unicron complete control.

"I will stop you now and destroy you with your world!"

"Not while I still function Unicron." Optimus said "And with the power of the Matrix I will light our darkest hour!" Optimus opens his chest plates, letting the light from the Matrix pour out and into Unicron's spark.

"AAAAAAAAHHHHHHHHHHHH!" Unicron was no more. Optimus fainted from the strain. Megatron, who was now in control of his body again, looks over at Optimus.

"Hmmm partners huh?" He activates his sword and slowly started to head over as Optimus slowly came too.

"Wh-Where are we Megatronus?" the Prime asked as he looked up at him, still recovering.

Megatron smirked, withdrawing his sword and offering a hand. "Don't you remember old friend?" he said as he helped him to his feet. "We-..." The others burst into the room, having free access now that Unicron was dead.

"Optimus! You're alive," smiled Gadget.

Optimus looked confused. "Why did she call me that?" he asked as the Decepticon's ground bridge activated behind them.

"What did you do to him?" Arcee growled.

"Optimus...?" Gadget sniffled.

"Who are they?" he asked Megatron.

"Our mortal enemies! Go through our bridge! I'll cover you!" Optimus still looked a bit confused, looking at them for a bit before retreating into the ground bridge. He disappeared as Megatron shot at the others before following after Optimus. The others tried to go after them but the ground bridge closed just as they got there. A ground bridge from base opened up.


	9. Chapter 9

Disclaimer: All Transformers characters belong to Hasbro. Any made up characters were created by me.

Summery: Transformers Prime Universe. Set in season one, following the episode cannon loosely. Arcee discovers a secret about her past and has to learn to live with it. Can she move forward to a peaceful future?

"blah" – Normal human speak  
>"<em>blah<em>" – Cybertronian speak  
><em>blah<em> – thinking  
>'<em>blah<em>' – Comm. Speaking  
><strong>'Blah'<strong> – text message  
>-<em>blah<em>- - Bonded talk

Shadows of the Past  
>By Yami-Yugi3<p>

Chapter 9

When they got back everyone was waiting for them. Prowl was kind of glad his daughter was okay but got worried when someone else was missing. The humans were overjoyed to see everyone. Gadget was silent, hiding her face as best she could. "Gadget...? What...What happened...?" Melissa asked, going down the steps from the observation deck. She tried to look into Gadget's optics. "Gadge...ya okay, girl?" She got nothing in reply.

Wheeljack came over. "Sweetspark...? You want to talk about it?" He got no answer either. "Come on, let's go to your room," he said, gently pushing her down the hall. Melissa followed.

"What about Optimus?" Jack asked.

"Is he?" Ratchet started.

"Dead? No." Arcee said.

"But he looked right past us. Didn't even know his own name." Bulkhead said.

"...What...?" Jack asked.

"...Didn't know you? Or his name?" Ratchet asked.

"Nothing..." Arcee sighed.

"Then it's happened... When he surrendered the wisdom of the Matrix, it took his memories too."

"Ya mean?" Jazz started "He thinks he's old OP again?"

"OP?" Rafael asks

"Optimus Prime. But his original name was Orion Pax. He thinks he's Orion again," Jazz replied.

"He won't remember any one that he had met after he received the Matrix." Prowl said.

"Then it's up to me to wake him up," said Jazz.

"That is the logical choice." Prowl said.

"No," said Ratchet. "You cannot just march after him and start talking up your friendship. First of all, we don't even know where his is. He might not even be on the Nemesis, we just know he's with Megatron. Secondly, there's a much better option," he said, turning to Jack.

"…The Key to Vector Sigma…?"

"It contains the collective wisdom of the Primes. The Key can restore his memories by accessing Vector Sigma."

"So…which super computer is it?"

"What? No. Vector Sigma is on Cybertron." Everyone looked at Ratchet wide-eyed.

* * *

><p>In Gagdet's quarters, she was still silent. She was lying on her bed, sobbing to herself. Wheeljack and Melissa were lying next to her, trying to coax out words. "Gadge…did something down there scare you…?" Melissa asked, cuddling into her back. "You know, it's all over. There's nothing to be scared of. I'm sure Optimus is alright."<p>

"N-No…! He's Not!"

"Of course he is, Sweetspark," Wheeljack said, placing an arm around her. "It's Prime."

"No…the…the way he looked at us…l-looked at me…." She broke into hysterics again.

"Gadget, this isn't like you. Did Megatron do something to him?" Melissa asked.

"….I…I don't know….Maybe… It's like…his memories are gone…"

"Cuz that's what happened… Hope ya don't mind if I let myself in, Lil' Red…"

"…Jazz….you…know what's wrong?" she sniffled, trying to wipe her face as she turned to look at him.

"Yeah… The Matrix made 'im lose his memories… He thinks he's old Orion again… He's back to the curious old librarian I first met… Before all the mess with Megs and the high council broke down…."

"…Before he helped father save me…."

"Yep. He's the old OP…for now…"

"Can we fix it?" Wheeljack asked. Melissa was busy cuddling against Gadget to help her calm down. "Is there a way to make him remember?"

"Ratchet said we have to use the Key to Vector Sigma."

"How?"

"Jack has it," Melissa said.

"He WHAT?"

"…Optimus he…he talked to me and Jack before he left with Megatron. He gave Jack the Key to Vector Sigma. I guess he saw a lot of Jack in himself, the kid's serious enough most of the time," she smiled. "I think he's gonna go to Cybertron to get Optimus's memories back."

"Yep, ya must be psychic little lady."

"No, I just…paid attention to Ratchet's history lesson he gave me."

"…Oh…well…yeah… We're workin on a way to get Jack to Cybertron…"

"See, Gadge? It's gonna be okay. You think…I could go too? I mean I'd love to go see another planet. Besides, I'm hypothetically in charge of the kids, being the oldest. I could…be his wingman?"

"I dunno, Melissa…it'd be dangerous…"

"Yeah, that's my point," she said, sitting up. "He needs a wingman to watch his back. Besides, if something happens to him, maybe I could use the Key."

"No way, Miss Jackson. Only a Prime can use it. OP gave Jack the KTVS, makin him an honorary Prime. It's got his sig on it."

"…Oh…I see… Then I'll just have to protect him then. Make sure he gets in and gets those memories. I guess I'm honorary Second in Command to the honorary Prime." Everyone laughed, even Gadget. "Well, looks like you're feeling better. We should go join the others. I'm sure we could use two more engineer's brains to figure this out."

"…Right…" Gadget sighed, pulling herself together. So, the group left to rejoin the others.

* * *

><p>"So what do we do now?" Bulkhead asked when as they got there.<p>

"We make a plan." Prowl said.

"Yeah, but what kind? It's not like we can kidnap him from the Cons..." sighed Arcee.

"Don't worry, I'll think of something."

"Prowler always does." Jazz said with a smile.

"Well...first things first, we have to restore his memories with the Key," Melissa said. Gadget nodded.

"Then fire up the ground bridge Ratchet!" Miko said happily.

"I don't have enough power to send him to another planet!"

"Couldn't you give it more power?"

"...Maybe..."

"Definitely," smirked Wheeljack in agreement.

"You and me, huh father?" Gadget smiled.

"Yeah I'm sure we can do it."

"Until OP comes back you're in charge Prowler." Jazz said as he looked at his mate.

"...I...I don't know... I'm still learning...and Ratchet's been here longer..."

"Prowler, you are second in command."

"I know..." Prowl said.

"Well, I could use the help. I can't be commander all the time. I'm needed as a Medic first and foremost. I'll be working on trying to get Jack to Cybertron AND find Optimus."

"Very well." Prowl said.

"So let met me get his straight..." Fowler started "You mean that Prime now thinks he's some librarian and a Decepticon?"

* * *

><p>Meanwhile, back on the Nemesis, Megatron was addressing his troops about their <strong>NEWEST<strong> member. "Our guest is currently in isolation to help ease his transition." He spoke "While he's on board no one must address Orion Pax as Optimus Prime, or they will have their voice box ripped out."

"Lord Megatron, is it wise to let an Autobot former or other wise full run of the base?" Airachnid asked.

"Nothing happens without my knowledge on this ship." He glared at her, giving her a warning. "There is no need for concern; Orion doesn't have the same fight as Optimus had. He believes he is Orion again. I plan to use his old data skills to unlock the weapon files we found."

* * *

><p>"Being a 'Con has always been a choice, ya dig?" Jazz said back at the Autobot base.<p>

"And I believe it's a choice Optimus will not make at any point of his life." Ratchet added.

"Well, let's try, father," Gadget said as they tried activating the ground bridge. It sprang to life and opened a strong portal, but it only lasted a few minutes.

"...No...nothing... We were close..."

"But close doesn't get us to Cybertron..." Ratchet sighed.

"Jackson Darby I forbid you to go out in space." June said.

"...Mom...Optimus needs me... I'm not a kid anymore..."

"...I'll go with him," Melissa said as she stepped forward. "I'll be his wingman...er...wingwoman... If it makes you feel better, I can keep an eye on him for you. Without the whole babysitting feeling."

"I'll go too." Miko said.

"No, Miko," said Bulkhead.

"I don't want you going either," agreed June.

"I would rather none of you go, but... I know Optimus saw something in both of you."

"Awww! Why does SHE get to go?!"

"Because Melissa is older and more mature." Prowl said. Miko pouted as she crossed her arms. "Maybe, in the mean time, we should all go about our duties until we are able to locate Optimus." Prowl said.

Melissa and Gadget went over to a pouting Miko. "Hey, listen to me," Melissa said. "We need you here. Someone has to keep Bulkhead calmed down and occupied. If you go, he'll have to worry about you AND Optimus. You're needed here. Raf doesn't get to go either, but we need his tech skills. He's gonna keep Bee happy too."

"She has a point, Miss Nakadai. She's looking out for all our safety. It will be very dangerous... Besides, you've gotten yourself into trouble most of those times you've tagged along."

"Hey!"

"Miko," Melissa smiled as she put a hand on her shoulder, "I'm mostly going to help June." She lowered her voice to a whisper. "You don't want her being 'Copter Mom' again do you?" she joked. "Then she'll just drive us all crazy. You know, you've got potential. Not every teenager can say she's friends with aliens and sentient robotic organisms at that. You're making your friends in Tokyo pret-ty jealous right now." This made Miko smile and perk up. Everyone went back to what they were doing. Melissa came back over to Jack. "So, June, will you let Jack and I go?"

"It's still quite dangerous..." she said "Going to another planet..."

"I'm sure Gadget and the others can think of something."

"Don't worry, Miss Darby, I'll fix them up with the best. Got some space suits from the military for 'em. They'll be safe," said Fowler.

"When you were little, you wanted to be an astronaut," June said with tears in her eyes.

"He'll be alright with me by his side," Melissa reassured her.

June sighed. "Okay...just be careful okay?"

"I will, mom."

"Alright, let's suit up." The two followed Agent Fowler.

"But we still don't have any way for either of them to get there yet." Prowl said.

"Well, they can at least get fitted and figure out how the suits work," said Gadget. "Where did Arcee disappear to?"

"I'll go find her." Jazz said as he went off to look for his daughter.

"Ratchet!" Fowler called angrily over the computers.

"What is it Agent Fowler?"

"Just got a call, the con's are hitting the same base they had hit a couple of days ago."

"What are they taking?"

"The same stuff as before."

"Before?" Prowl asked he walked up.

"Let me explain," Gadget said as she pulled him aside.

"A power source?" Ratchet asked. "...The space bridge..."

"Space bridge 2.0," said Rafael.

"Be we don't know where it is." Prowl said.

"No we don't..." agreed Wheeljack.

"But we do need to stop the 'Cons from getting that power source. Let's go kick some can," smiled Jazz.

"What if Optimus is with them?" Arcee asked.

"We don't know that for sure," Ratchet said.

"Where'd you run off to anyway?" Gadget asked.

"...To...try and look for Optimus..." Prowl laid his hand on her shoulder. She looked up at him and then sighed.

"Well, what are we waitin for y'all?"

"Let's get going." Prowl said "Autobots..."

"Let's go," Arcee said transforming. Everyone followed as Ratchet stayed behind to man the ground bridge.

* * *

><p>Arcee sped in front of the group. When they all arrived at the military base, they started chasing after the Decepticons. Knockout and Breakdown started to leave using their own bridge. Arcee transformed and speed after them. "Arcee, come back!" Prowl called after her.<p>

"Arcee, no!" cried Gadget. It was too late, she had caught the bridge and was now on the Nemesis. Prowl started to worry about his creation.

"What do we do?" Gadget asked as she turned to Prowl "Chase her or try to get the power core back?"

"Arcee can take care of it Prowler." Jazz said in a reassuring way. Bumblebee chirped in worry.

"I don't like it either," said Bulkhead.

* * *

><p>While the others formulated their plan on what to do next, Arcee was racing around the Nemesis. She pushed aside any wandering vehicons before pouncing on one in particular. "Where's Optimus?" she yelled. "Tell me!"<p>

"Who's Optimus?" the vehicons asked.

"WHERE IS HE?"

The vehicon didn't reply and more of his "friends" came to help. She started to fight them off to break through.

"Arcee is on the ship." Airachnid said with a sneer. "Let me give her a proper greeting," she smiled.

"No! If Orion sees an Autobot aboard and he were to witness it's destruction, everything he believes is true will start to come undone. My plans for him will be ruined. Do NOT go after her. Soundwave, make sure ARCEE is taken off this ship immediately!" Arcee raced through the halls trying to find Optimus.

He heard blaster fire outside his station and left to investigate. Arcee was quickly coming towards him. Soundwave managed to meet her halfway before Optimus showed up. He quickly calculated up a ground bridge. She went through it just as Optimus came up behind Soundwave. "I thought I heard something." Soundwave just stared at him before moving on.

* * *

><p>Arcee landed on the other side of the bridge in the Arctic. She transformed about to attack when looked at where she was. "What in Primus…NNOOOOO!"<p>

'_Arcee, what happened?_'

'_Are you okay?_' she could hear her worried mother.

'_Arcee...did...did you find him? Where are you?_' asked Gadget.

'_...In...in the artic..._'

'_WHERE?_' they all replied.

'_I'm sending a bridge to your location,_' Ratchet replied.

'_Thanks Ratchet._'

* * *

><p>Everyone watched worriedly for her to come out of the bridge. She sighed heavily as Ratchet looked her over. "Well? Was Optimus there?"<p>

"...I...I couldn't confirm..."

"...They must be keeping him under lock and key... I...I can't bear to think what lies Megatron is telling him..."

"That's just GREAT!" Bulkhead yelled.

"Bulkhead, calm down." Prowl said.

"You're not in charge, Prowl!"

"Don't yell at my mother like that! I told you I couldn't confirm! I don't know what happened!" Bumblebee started chirping in worry.

"You shouldn't have run after him, Arcee. Who knows what danger he's in or if we can do anything about it," said Gadget. "I'm sure Megatron won't kill him. For some reason, he needs him," she said, trying not to sound upset.

"Well, we need to find a way to get to Cybertron and Vector Sigma." Ratchet said.

"What we NEED is our Boss Bot back!" growled Bulkhead.

"Well that's not gonna happen anytime soon! Besides, we let the Decepticons steal the power core for their space bridge!" he replied.

"Please...stop fighting...It's not...not what Optimus would want us to do." Gadget said.

"Oh? And how do YOU know what Optimus wants?" growled Arcee. "You just showed up a few months ago!"

"Hey!"

"Whoa! Everyone stop it!" Melissa chimed in. "This is stupid! You're all acting like children or...sparklings, whatever!"

"Yeah...this isn't going to solve anything," added Jack. "We need to find the location of the Decepticon space bridge, remember? We need to let them finish it. Then hijack it for ourselves."

"Yeah!" smiled Miko.

"You know how dangerous that is?" shouted Ratchet.

"It's better than yelling at each other," Melissa sighed. Bumblebee squeaked in agreement. Prowl just sighed, he was surprised and hurt at what Bulkhead had said to him but he tried to keep it to himself.

"Ratchet, everyone, let's get along and do as Jack suggested. It's our only hope for saving Optimus. Apologies all around, okay?" Ratchet was silent, staring at the ground bridge.

Bulkhead came over to Prowl. "I...I'm sorry... I'm just upset and angry. I shouldn't have said what I said."

"I'm sorry too, but...I just don't know what to do..." admitted Arcee.

"It's okay." Prowl said.

"You sure?"

"Be glad you're not going to the brig." he said with a smirk.

"That's the way to go, making jokes," smiled Jazz.

"So...we just wait?" Melissa asked, mostly turning to Jack.

"We have to. We'll find out where the Cons have their bridge some way or another."

"Then let's all go think on ways to make that happen guys. We're a team and most importantly, Autobots," Melissa smiled. Gadget and the others agreed as the group dispersed. Ratchet still stared at the ground bridge and the empty communications link by the Prime's picture.

"...I'm so sorry, Optimus..."


	10. Chapter 10

Disclaimer: All Transformers characters belong to Hasbro. Any made up characters were created by me.

Summery: Transformers Prime Universe. Set in season one, following the episode cannon loosely. Arcee discovers a secret about her past and has to learn to live with it. Can she move forward to a peaceful future?

"blah" – Normal human speak  
>"<em>blah<em>" – Cybertronian speak  
><em>blah<em> – thinking  
>'<em>blah<em>' – Comm. Speaking  
><strong>'Blah'<strong> – text message  
>-<em>blah<em>- - Bonded talk

Shadows of the Past  
>By Yami-Yugi3<p>

Chapter 10

Prowl was walking down the hall deep in thought. "What ya thinking about Prowler?" Jazz asked.

"Hmmm?"

"Ya have that look that's something on ya processor."

"I'm just worried about Prime. We should have search parties out there looking for the Nemesis."

"Why didn't ya say anything back there?"

"I'd...I didn't want to go over Ratchet's head. He's been here longer then I have..."

"But yer second in command."

"On Cybertron..."

"Prowler... Ratch would listen."

"He seemed pretty upset about everything..."

"Yea but that's Ratch. He would still listen to your option."

"...If you think so..."

"I know Ratch. Go and tell him your idea."

"You're sure?"

"I'm sure." Jazz said with a smile. Prowl sighed before turning around and going back towards the Medical Bay. Jazz smiled more as he watched his mate go.

* * *

><p>"Ratchet..." Prowl started as he entered the Medical Bay.<p>

"What is it, Prowl? Come up with any new ideas?" he said with a little bit of sarcasm.

"I...I did..."

"Well?"

"You want to hear it?" Prowl said surprised.

"I'm up for anything right now... Until we find out where the Decepticon space bridge is to send Jack."

"Well...I thought that maybe we should send search parties to look for the Nemesis."

"WHAT?"

Prowl sighed. "I knew I should not have said anything." he said.

"Look what happened to Arcee! I'm not going to let anyone go looking for Megatron. It's too dangerous and stupid. We'll just have to wait and see if the Nemesis finds us." He paused for a long time. "...I don't think Optimus would want us risking anymore lives... We can't go rushing into this... Megatron can only be matched by one..."

"...Prime..."

"We all have to be patient and keep our emotions from making rash decisions. I'm sure we'll run into Megatron once we try to take over their space bridge."

Prowl sighed again. "I...I'll go then..." he said, door wings lower a bit.

"I'm sorry... I wish there was more we could do too..."

"I guess you make a better second in command then I do..."

"Optimus will be the one to make that call."

"..." Prowl walked out of the Medical Bay.

He brushed past Wheeljack on his way in. "Whoa! What killed the mood?" Prowl didn't say anything as he continued to walk away.

"Ratchet?" the engineer/wrecker asked as he looked at him.

"...Prowl thought he had a good idea..."

"Care to enlighten me, Doc?"

The medic cringed a bit. "All the years you've known me and you still insist on calling me that?"

"Perked you up, didn't it?" he smirked.

"Maybe for a moment." He sighed. "Prowl suggested we split into groups and search for the Nemesis."

"Not a bad idea."

"Wheeljack! You KNOW how dangerous that is!"

"Yeah... As a Wrecker, I don't mind danger."

"No! Running into trouble is one thing, going to look for it? It's insane! You know none of us can beat Megatron."

"No, but how do you suggest we get the key to Optimus once Jack comes back from Cybertron if we don't know where the Nemesis is?"

"I don't know!" Ratchet growled. Wheeljack only laughed.

"Don't get all worked up, Doc."

"Stop calling me that!"

"Dad...what are you doing to Ratchet?"

"Just messing with him. He needs to lighten up."

"I'm sorry, Ratchet. Want me to take him away?"

"...No..."

"I was just agreeing with Prowl's plan...maybe..."

"And that is?"

"To break up into search parties to find the Nemesis and Optimus along with it."

"Wheeljack...you know that's a little crazy. Megatron is way too strong for any of us. Besides, we can't risk anyone getting hurt when we're so vulnerable. If we lose you, or Ratchet, or Prowl, then what? We need to stick together and wait it out. Something will come up."

"Thank you, that's what I said."

"So...you're picking Mr. Sunshine over your own father..."

"I'm NOT taking sides. Just stating good points that apparently Ratchet's already made. He's thinking like Optimus would. He's always telling us not to go alone."

"...Yeah...You gotta point, sweetspark. So, guess I need to try and cheer up old Cop bot."

"No, dad. He's got Jazz for that. Jazz will understand, having been friends with Optimus."

* * *

><p>Prowl had at that time stepped out of the base, looking at the scenery before transforming and driving off. He thought a nice drive would clear his thoughts. -<em>Prowler...where ya goin...?<em>-

-_I'm going for a drive._-

-_Ratchet not like your idea?_-

-_...He said it was too dangerous..._-

Jazz thought it over a moment. -_...Well...yeah... It's not a good idea to go looking for Megatron or anything like that. I can sorta see his point._-

-_...You should have told me that BEFORE I made a fool of myself..._-

-_Don't blame me! What do you mean, made a fool of yourself? I'm sure Ratchet didn't knock you down or anything. He was just discussing._-

-_..._-

-_Prowler..._- Jazz broke the connection for a moment. "So...want to talk about it?" he said as he pulled up next to him.

"Not really..."

"Come on... Ratch saying no doesn't get you this upset..."

"I'm...I'm just worried that Optimus won't let me be second in command anymore once we get him back..."

"Of course he will. He'll make that decision when the right time comes."

"...I don't know..."

"...Prowler...you know Prime sees what you can do. He knows how good you are at taking command when it's necessary. He'll probably make ya Second so Ratchet has more time to be a medic. Ya know Ratchet will respect his decision."

"I guess you are right..."

"I know Ratch and OP...they aren't gonna leave ya out." Prowl sighed.

"So...wanna keep going or do you want to go back?"

"Let's go a bit farther."

"Alright."

* * *

><p>Meanwhile, on the Nemesis, Optimus was working on the Iacon database in the lab. Starscream had snuck on board to steal some energon for himself when he ran into a gang of Vehicons. They chased him to the hall where the lab was. He pushed the button and dashed inside without thinking where he was or who he would run into. He bumped into Optimus as he drop some energon cubes. "Who dares..." he started until he saw WHO he bumped into "OPTIMUS PRIME!"<p>

He aimed his canons. "Please! I mean no harm."

"Oh? Really? Then what ARE you doing here?"

"I'm researching the Iacon database for Lord Megatron."

"Oh okay..."

"You are Lord Starscream."

"Yes."

"Lord Megatron said you were...terminated..."

"Oh? Megatron says a lot of things, only a few of which are true."

"Are...Are you suggesting that Lord Megatron, our leader would lie to us?" Starscream laughed outright.

"You really are kept in the dark...aren't you."

"Why...Why did you call me Optimus Prime?"

"Ahhh...you remind me of someone I used to know."

"Because my name is Orion Pax and I'm far from being a Prime." Starscream just shrugged. This might be able to work to his advantage.

"...Starscream... Your knowledge confuses me...maybe you can help me to understand better than what Lord Megatron has explained."

"And, what can you do for me if I...help you?" Optimus paused and was about to answer when the doors opened. A bigger gang of Vehicons walked in and aimed at Starscream.

"Commander Starscream!" they shouted, ready to force him to surrender. Starscream hid behind Optimus.

"Hold your fire!" Optimus pleaded. He was ready to stop the Vehicons' blasts but Starscream was faster. He quickly transformed and flew over his head, escaping the hallway. The Vehicons' went after him.

"Stay here in the lab."

"...But..."

"Megatron's orders." The door shut before he could protest. He watched the door with a determined look. He needed the truth and he was going to find it, even if he had to do it himself. As he was about to search for answers, Megatron came in.

"Orion. I'm sorry about the disturbance. You weren't harmed in any way were you?"

"No."

"Good."

"But I do have a question. Why did you tell me Starscream was dead?"

"I simply meant that he was dead to our cause. He used to be my Second in Command, until he turned traitor and joined with the Autobots. He didn't upset you, did he?"

"...No..."

"Very well. It would be best to forget the entire exchange and return to your project."

"As you command." Megatron let the door close before going over to Soundwave. He growled angrily.

"Orion was never a great liar... I should have killed Starscream when I had the chance. I will NOT make the same mistake again."

* * *

><p>Back at the Autobot base, Bulkhead came through the space bridge. "Well...no sign of energon spikes in the area..." He walked over to Ratchet who was standing by. He noticed his solemn mood. "Ratchet...you alright?"<p>

"...What? Yes, I'm fine. Let's get you to the next set of coordinates." Just then, a message alert rang on the computers.

"What is it?" Bulkhead asked as Ratchet headed over.

"A high frequency signal with an imbedded message...for me."

"Is it Optimus?"

Ratchet opened the message showing who it really was from. "Starscream? I have information regarding your leader, bring medical kit. Come alone."

"What should we do? Should we get Prowl and Jazz?"

"No, we can handle this I'm sure," Ratchet said. "Let's go."

"Right behind you." They opened a bridge and went to Starscream's location.

* * *

><p>He was miles from where he had flown off the Nemesis. He was bleeding energon from his side and his leg where the Vehicons had shot him down during his retreat.<p>

"I-I told you to come alone!" Starscream shouted when he saw Bulkhead behind Ratchet.

"We know what you're capable of," said Bulkhead.

"What? I'm asking for help here! Can't you see I'm injured?"

"You said you have information. Where's Optimus?" demanded Ratchet.

"Aboard the Nemesis."

"And?" added Bulkhead.

"What? Where is it? I don't know! Ships move! Are you going to patch me up or not?"

"For all I care, you can sit there and rust. Unless you have information for us."

"...It would seem your beloved Prime thinks he's someone named Orion Pax. Megatron has convinced him to work on some research and he believes he's a Decepticon now."

"Tell us something we DON'T know," huffed Ratchet. "You're wasting our time. C'mon, Bulkhead..."

"But...I'm injured here!"

"Unless you know where the Decepticon space bridge is-..."

"WHAT? They finished the Space Bridge without ME?" yelled Starscream. Ratchet and Bulkhead looked at each other. "It hurts worse right here, doctor." Starscream said with a smile as he pointed to his wound.

Ratchet came over. "You'd better tell Bulkhead the right coordinates of its location or I'll leave you in worse shape than you are."

"I promise on my spark," Starscream replied with full conviction. Bulkhead noted the coordinates in his memory as Ratchet patched up the rogue seeker.

"Okay, that's it," Ratchet said as he stood up.

"Don't even think about trying anything," warned Bulkhead as they bridged back.

* * *

><p>Prowl and Jazz were waiting for them when they came back. "Where did you two go?" Prowl asked.<p>

"Ahhh...out for a drive?" Bulkhead said. Prowl looked like he didn't go for it.

"I think Prowler just want to know why ya didn't call us to look after the base while you were out." Jazz said.

"Everything's fine. Besides, it doesn't matter. We just found the Decepticon Space Bridge," smiled Ratchet.

"You did?" Gadget asked as she arrived.

"Bout time we got some more action," said Wheeljack who walked up behind her.

Arcee and Bumblebee came into the base. "What's going on?" she asked.

"Ratchet and Bulkhead said they found out where the Cons are keeping their space bridge," Prowl said, still unsure about their information.

"Well then, that means Jack and I need to get ready," Melissa said as she walked up with the children.

"Who'd you get the information from?" Arcee asked.

Ratchet and Bulkhead looked at each other. "A...reliable source."

"It's still too risky..." June said.

"Don't worry Gadget and I will be with them." Arcee said.

"Me? You don't mind having me along, Arcee?"

"No, I don't mind. I might need a wingman as well." Arcee said with a smile.

"I'm touched, thank you."

"Alright!" Melissa smiled.

"Well alright then, let's go suit up you two."

"I'm going too!" Miko said.

"Miko...you're needed here," Ratchet said. "You can help Raphael and Agent Fowler with ground control."

"...Awww..."

"Don't worry, I'll give ya some fun stuff to help with," smiled Wheeljack.

Prowl was unsure about all of it. "We cannot go rushing to a space bridge full of Decepticons without a plan." he said.

"Right, that's why I've got some ideas. Why don't you look them over and we'll come up with one together?" Ratchet asked.

"Very well." Ratchet led Prowl over to the computers, away from the others. Jazz smiled at this before going over to his daughter.

"So...you ready to see home again?"

"I know it won't be the same as it was before."

"...No, guess not... But it's still home."

"Yeah."

"Thank you, Prowl. With your help, this plan is solid," Ratchet said with a smile as the two finished. Prowl walked over to Jazz, satisfied. He still wished he had come up with it on his own.

"Awesome, Prowler. Ya know what Ratch just did?" he asked his mate with a smirk.

"Came up with a plan."

"Nope. He just gave ya yer chance as Second in Command and stepped aside," Jazz smiled as he patted Prowl on the back.

"I guess you are right, but I still wish I had come up with one on my own."

"He still let ya make the final call, didn't he?"

"...Yeah...I guess he did," Prowl smiled.

"This is so awesome!" Melissa smiled as Agent Fowler returned with her and Jack. "We're actually going to see Cybertron! Miko, don't worry, I'll bring you something back, Girl Scout's honor."

"I'll bring you something too, Raf," smiled Jack. "Okay...we're ready."

"Gadget, Arcee?" Ratchet asked turning to them.

"We're ready," both femmes answered.

"Bulkhead, Bumblebee? Ready to secure the Space Bridge?" Both nodded. "Alright then. Prowl? Send us to the coordinates." Prowl sighed but went to open the ground bridge for them.

"Be safe," sighed June.

"Stay outta trouble and don't get lost," smirked Jazz.

"Prowl, you're in charge of things here," Ratchet said as they walked through to the location.

"Now it's up to them." Prowl said.

"Yep," sighed Jazz as the bridge dissipated. "Yer in charge though. Ratchet's givin ya a chance," he couldn't help but smile. Prowl smiled back at him.

* * *

><p>The Autobots arrived deep in the energon mine. They had their weapons out, looking for any Decepticons in the area. "The coast is clear." Bulkhead said.<p>

"Alright, let's go," Arcee said as they group moved forward. They started to sneak attack all the Vehicons in the area.

"Command, this is Space Bridge control. We are under attack..." one started to say until Ratchet knock him out. He put his finger up to his mouth.

"C'mon, it should be nearby," said Bulkhead. They turned the corner and there it was.

"I'm unscrambling communications to contact base."

* * *

><p>Back at the base, everyone was waiting until the familiar sound of a communications link opened up. <em>'Strike team to base, the Space Bridge is secured.' <em>Agent Fowler looked towards Jack and Melissa.

"Okay...let's do this." Jack said.

Prowl reopened the ground bridge. "Be very careful, the both of you." He said "Even though Cybertron isn't like it used to be, it can be quite dangerous so stay close to my daughter and Gadget."

"We will." Melissa said.

"Soo what happens when you need to go to the bathroom?" Miko asked.

"Have a safe journey." Fowler said.

June still looked a bit worried. "Just go already. Optimus needs you." she said. Jack saluted as Melissa waved before the two of them headed into the ground bridge.

"I know they can do this." Jazz said "OP will come back to us just like his old self." Prowl couldn't help but smile at his mate.

Jack and Melissa soon appeared at the location. "Whoa... That is one big bridge..." Melissa gasped.

"I'll keep the portal open so it won't mess with commutation and so you will be able to locate it." Ratchet said.

"We're not bridging right to Vector Sigma?" Jack asked.

"The location is surrounded by myth and legend."

"Soo... It's like a Cybertronian treasure hunt?" Melissa said to Gadget.

She nodded. "Vector Sigma is said to be the very processor of Primus himself. It's hidden until those who need its knowledge find it. It could be anywhere on the planet."

"Then let's get going," said Arcee. Ratchet went over and started putting in the coordinates for Cybertron. A bigger, brighter, swirling vortex opened up at the end of the bridge.

"Whoa..." Melissa gasped.

"Off we go, youngling." Jack was speechless.

"Don't worry, space bridging is just like ground bridging," Arcee said as she walked up to it. "Just a little more intense!" she shouted over the noise. Jack shrugged and followed her through. Melissa looked up at Gadget.

"Go on, it's just as Arcee said." She nodded in reply and raced after the other two.

* * *

><p>When they went through, Jack and Melissa were amazed at the landscape.<p>

"You're planet looks like quite the metropolis or in some areas, it was," Melissa said, looking around.

"...Yes...WAS..." Gadget sighed, trying not to cry.

"I can't believe we're actually on another...wait...Was?"

"...This...this isn't what I wanted you to see... A lot of things were lost during our war...including our planet..."

"...I...I'm so sorry," Melissa said as she reached a hand up to Gadget. The red femme took it in her fingers.

"It's not your fault. Megatron and Optimus are two different people with two different ideals on leadership..."

"So, which way do we go?"

"Not sure, didn't Ratchet say the Key would guide us?" said Arcee. Jack took out the Key and started waving it around as he studied the roads. It glowed brightly and hummed each time he hovered over the center path.

"Well, there's our answer," smiled Gadget. "Wherever the Key reacts, we go."

"Then let's go," said Arcee. Arcee and Gadget transformed, once Jack and Melissa were in they raced off towards the direction.

* * *

><p>"This could take awhile." Bulkhead said.<p>

'_Space Bridge control do you copy?_' Breakdown's voice could be heard over the comm. '_Your status report is over due._'

"What should we do?" Bulkhead asked.

"We need to report back."

"I could do it."

"No, he'd recognize your voice."

"I could make it lower."

"...He'd recognize mine as well. Bumblebee...well..." Bumblebee sighed.

"Higher?" Bulkhead squeaked.

"No...we need a human. Rafael! I need you to patch in Agent Fowler."

'_Space Bridge! I'm waiting! Don't make me come down there and beat it out of you!_'

* * *

><p>"Why can't you do it?" Fowler asked, as he looked up at Prowl.<p>

"I have to agree with Ratchet on this." he said "Being second in command any Decepticon can recognize my voice."

'_You have one nano second to respond..._'

"Ah...this is Space Bridge control...everything's fine here."

'_...Well...good then. Report in sooner next time! Breakdown out._'

"That was close." Jazz said.

* * *

><p>Back on Cybertron, the small party soon realized where they were heading. "Kaon?"<p>

"We're...We're headed towards the Decepticon Capitol?!" Gadget exclaimed.

"What?" Jack and Melissa asked at the same time.

"...If that's where the Key is leading us..." Arcee sighed. "It wasn't always Decepticon territory..."

"Right. Back in the early ages, it was a neutral area. Vector Sigma must be buried deep within, hidden from Megatron and the Decepticons."

"Which means its still safe. Hopefully we don't run into any unwanted friends along the way..." Arcee said cautiously. They stopped just before the city's border. "We're on foot from here. Don't want engine noise to attack the wrong kind of attention."

"Cons?" Jack asked.

"More like vermin." Gadget said.

Jack took out the key once more, moving it around until it glowed to indicate it was deeper into the city. "This way." As the group walked across the bridge, they had no clue what had woken up and started following them from below. They continued along.


	11. Chapter 11

Disclaimer: All Transformers characters belong to Hasbro. Any made up characters were created by me.

Summery: Transformers Prime Universe. Set in season one, following the episode cannon loosely. Arcee discovers a secret about her past and has to learn to live with it. Can she move forward to a peaceful future?

"blah" – Normal human speak  
>"<em>blah<em>" – Cybertronian speak  
><em>blah<em> – thinking  
>'<em>blah<em>' – Comm. Speaking  
><strong>'Blah'<strong> – text message  
>-<em>blah<em>- - Bonded talk

Shadows of the Past  
>By Yami-Yugi3<p>

Chapter 11

"Kaon is scary..." Melissa admitted. "Must have been a dark place..."

"It wasn't always like this." Gadget said.

"Megatron wasn't always a tyrannical creep?" she replied.

"That and Kaon didn't start as the Deceptions capital."

"Really?" Jack asked.

"Yeah it was a normal city before the Decepticons took it." Arcee said.

"...Oh..." The Key glowed intensely as they neared the center of the city. "We must be getting close," Melissa smiled excitedly.

Suddenly the ground under them began to shake, cracking apart until a huge box like entry way appeared before them and opened. "Vector Sigma's down there?" Jack asked surprised.

"Who knew? It must have been deep under Kaon this whole time..." Gadget said in awe.

"We have to go down there huh? Well...c'mon, Jack," Melissa said as she went up to the gateway. "Looks like the Key opens the entrance." Just as Jack raised the Key to open the entrance, the "vermin" that was following them attacked.

"What is that?" Melissa asked.

"It's an Insecticon."

"Insecticon! Ahh!"

"Melissa no! Get back you filthy Decepticon bug!"

"Jack! Get through the passage! We'll hold off big ugly!"

"Gadget! Arcee!"

"C'mon, let's go! They'll be fine! The Key will take us the rest of the way."

"You sure?" she asked as he pulled her into the passageway.

"It's not like we could help. Two against one, they should win alright."

"Okay. I'm with you," she said as they ran down the passage. The door started to close behind them.

* * *

><p>Prowl was getting worried, sure his daughter knew what she was doing and Gadget was with her but he also knew how dangerous Insecticons were. "She will be fine Prowler," Jazz said to try and reassure his mate.<p>

"I know...it's just..."

* * *

><p>Arcee and Gadget was still fighting the Insecticon. "Why won't you die already you stupid bug!" Gadget cried as they tried to destroy it. It still keep on coming at them and wouldn't give up.<p>

"Gaah!"

"Gadget!"

"Hold him off!"

"I'm trying!" The Insecticon eventually overpowered them. Both of them passed out from exhaustion. The Insecticon growled before going after the humans. Melissa and Jack were still following the glow of the key.

They heard movement like little metal feet. "Jack...I don't think we're alone... There's something here with us..."

"We need something to protect ourselves."

"From what?"

"Scraplets..."

"What?!" She watched a few walk by. "Awww, they're actually cute."

"Yeah, when they don't want to eat you."

"Well, we're not living metal, so we'll be fine. I still agree with your idea, especially if Gadget and Arcee catch up." Jack nodded and they found some blunt objects to use as weapons. They walk deeper until they came to a huge room.

"Whoa!" Melissa gasped as the door opened before them. The room was aglow with the bright light of Vector Sigma. "It's beautiful... All the wisdom of every Prime is in here?"

"Apparently. Really cool if you think about it."

"...Yeah..." A huge carving lie in the center of platform they stood on. "Looks like...the Key goes in this indentation," Melissa said as she walked up to the carving.

"Yeah, it does. Well, here goes nothing."

"Please let this work," Melissa said as she closed her eyes and prayed. Jack placed the Key in and it grew to its normal size. It glowed and the platform they were standing on started to slide up. "Whoa! Hold on tight or back up!" Melissa shouted. Jack and Melissa backed up towards the entrance as the platform stopped completely vertical. A hatch behind it started to open and Vector Sigma in all its glory was before them.

"I think it's working." Jack said.

"Yeah!" Melissa smiled as the platform glowed, downloading Vector Sigma onto the Key. There was clanking of little feet behind them and a mighty roar.

"Scraplets."

"And Big Ugly's back..." Melissa gulped.

"What?"

"Him."

"Oh great... Hey! Get off!" Jack shouted as the Scraplets zoomed in on Vector Sigma and started to eat the platform. He started whacking them off.

"You wanna piece of me, bug ugly?" Melissa glared as she started swinging the blunt object she had picked up. It roared at her. "Okay okay! You're not THAT ugly...but you are gross." She dodged it's grabs for her and tried to run around it.

"Hey! I have an idea!" shouted Jack.

"Yeah okay! Gack! You almost slobbered on me! Gross! Think fast ugly!" She threw her weapon at him and managed to hit him on the head. It stared at her for a moment. "What's the plan? Quick! I think it's getting mad!"

"Scraplets!"

"Yeah! Make them get the bug!" She waited for the bug to swing at her and skidded under him. "Hey Scraplets! Dinner!" she cried. They turned and locked onto the Insecticon.

"Yes!" Jack smiled as the scraplets started to attack the Insecticon. They sent him over the edge into the dark depths of the chamber.

"Whew! That was scary..."

"I think it's done."

The platform lowered and Jack and Melissa went over to it. Jack went over to the Key and it shrunk back to its original size. "Awesome! Now what do we do? I mean I'm sure Gadget and Arcee will be okay but, how are we going to get back to the space bridge? How do even get the Key to Optimus?"

* * *

><p>Meanwhile back at the space bridge, the Autobots were still at the console as a ground bridge suddenly opens behind them. "So, Vector Sigma is more then legend." The familiar voice of Megatron spoke "You Autobots when through great lengths to recover you "leader". Be assured I will never under estimate you again. I also believe the one called Arcee will be one to soon step through that portal with the reloaded Matrix of Leadership in servo."<p>

"We hold the space bridge at all cost!" Ratchet said as the Autobots when into attack mode, ready to battle the Decepticon leader.

* * *

><p>Back on Cybertron, Melissa and Jack were wondering what to do next when two sounds of familiar engines were heard coming towards them. "Gadge. Arcee." Melissa said happily.<p>

"We got the Matrix!" Jack said.

"Then let's get out of there." Gadget said. She opened her door to let Melissa in.

"Get on, now!" Arcee called to Jack. The four of them sped out into Kaon, heading towards the Space Bridge.

"Ratchet, we got the Matrix. Ratchet?"

'_Have not heard anything from them, sweetspark._' Jazz said.

"They must still be under radio silence then," added Gadget.

"Something isn't right here." Arcee said.

"What do you mean?" Melissa asked.

"We're not getting a reply from the Space Bridge. Something's wrong, Melissa."

"Oh! So...should we go through and find out?"

"It could be dangerous."

"Well, they might need our help fighting Decepticons. Besides, we HAVE to get this to Optimus," said Jack.

Arcee sighed. "Well...I guess we'll go find out."

"We'll face it together... For Optimus," smiled Gadget. The group went through.

* * *

><p>Megatron had been waiting for them on the other side, ready to stop them. Just as he was about to strike them down, Optimus appeared behind him.<p>

"I'm sorry I can't allow you to destroy them."

"What makes you think you can stop me Orion? You don't have the spark."

"We'll see about that!" he said as he charged Megatron. As the both of them fought, Megatron was the stronger of the two.

"You have much to learn before you can defeat me," Megatron smirked. Arcee, Gadget, Jack, and Melissa came out of the space bridge. Arcee and Gadget started to attack to keep Megatron from Optimus. Once the two femmes had Megatron's attention, with occasional help from Ratchet and Bulkhead, Melissa and Jack went over to Optimus.

"Optimus? Orion? We went to Cybertron and...we got something for you..." Jack presented him with the Key.

"You think I'm worthy?"

"More than you know," Jack said, extending it to him. The Key glowed brightly and shot at Optimus's chest, forcing it open. Melissa's eyes widened as she saw the Matrix residing inside, the center dark and empty. The Key started to restore it.

"Whoa..." she smiled as she watched.

"Arcee! No!" Gadget cried as Megatron grabbed her, slamming her against a rock wall.

"How nice of you to join us." Megatron said "Now where is the Matrix?"

"Sorry, don't have it." Arcee said, with her own smirk.

"What?"

"We don't have it, Bucket Head," Gadget growled. Megatron looked over to Optimus. His optics widened in horror.

"NO!" He tried to rush over and stop it. Gadget bounded after him and tackled him down. He easily threw her off and continued running over.

"You're too late, Shark face!" Melissa smiled as the Matrix was restored and the Key returned to Optimus. Megatron tried to attack again before Optimus stopped his blade. "Megatron… Stop this now." Optimus was soon on the attack, and started to over power Megatron.

"Yeah!" smiled Melissa.

"That's the Optimus we know!" smiled Gadget.

"Ratchet...how did we get here?" Optimus asked.

"It's a long story, old friend." A ground bridge opened up for them. Optimus looked towards it.

"I think it's ours! Let's go!" Gadget cried as she led the humans through.

"He's coming with us now." Bulkhead said.

"AAAAHHH!" Megatron growled as he chased after them. Optimus was the last to go through. He shot at him as he disappeared through the bridge as it closed.

* * *

><p>"OP, glad ya back." Jazz said happily when the group got back to base.<p>

"Yes...I...I'm glad to be back..."

"Optimus?" Rafael asked.

"Yes, Rafael. It would seem I've lost my memories of what happened..."

"Like the Decepticon insignia?" Wheeljack asked.

"It would seem there is A LOT I do not remember..." he said as he looked at his shoulders.

"We were quite worried about ya."

"Yes...very much so..." sighed Gadget. "But, we have two brave children to thank."

"I'm not a kid, Gadget. Jack isn't either."

"Oh, right..."

"I'm just glad you two are safe..." sighed June. Optimus couldn't help but smile a little at them.

"Group hug!" Jazz said.

"Okay," Bulkhead shrugged as he joined Jazz.

"Why not? We all missed you," smiled Gadget. Everyone slowly joined in the group hug. Prowl hung back from them. Optimus was unsure at first, but he joined in the hug.

"Come on Prowler."

"I'd rather not."

"A little hug won't hurt," said Wheeljack.

Prowl was still unsure about it. Jack looked up at Arcee a little confused. "That's just how he is sometimes."

"Come on Prowler, no one will bite." Jazz said with a smile.

"Yeah, come on. It's a GROUP hug," Melissa smiled.

"Fine..." Prowl said with a sigh and came over. Everyone hugged some more.

After the hug, everyone started to pull away. "Come on Optimus," Ratchet started "Let's get that Decepticon insignia off of you." Optimus nodded and departed from the group.

"Well, everything's back to normal now, right?" Melissa asked.

"Yeah, should be," said Jack.

"Megatron's still a threat," sighed Arcee. "But, he's probably going to sulk for awhile," she added with a smirk.

"So, how was Cybertron?" Rafael asked.

"Awesome!" Melissa smiled. "Well...for being war torn anyway. We fought scraplets and an insecticon. I was worried for a little while, but we made it back."

"Arcee and Gadget helped us out in the end. I'm just glad it's all over, for now."

"Yeah... but I'm sure the planet was fascinating."

"And big," said Melissa. Miko started to sulk.

"Aww, c'mon Miko. There be other times," Bulkhead said as he went over to her. "Want to go somewhere? Or rock out?"

"...No... I just wanted to join in..."

"Don't worry, there be other times. This one was just too dangerous. Jack and Melissa are older. Come on, we can go for a drive."

"...Alright..." Bulkhead transformed and let Miko in.

"Where're you going?" Melissa asked curiously. "You aren't still jealous are you?"

"You should probably let the little lady go," said Jazz.

"But we were just telling Raf. We weren't trying to exclude her or offend her."

"That's the way Miko is sometimes. She'll be fine," said Jack.

"Okay..." she sighed as Bulkhead drove off.

"Why don't we all go for our own drive?" Gadget smiled.

"You and Arcee need to be looked at from your adventures first. Since Doc is busy, guess I'll have to do it."

"...Father..."

"It'll just be a minute."

"Want to race, Rafael? While we're waiting anyway," Melissa smiled.

"Okay," he smiled. Melissa and Rafael went over to the TV and started playing.

"I think I'll talk with Jazz."

"Me? Why me Jack?"

"I'm just curious about Optimus's past."

"Alright, my man. What would you like to know?" he replied as he took Jack and sat him on his shoulder. Prowl kept working on the computer monitors. Bumblebee watched Rafael and Melissa race.


End file.
